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Louis Raspino

Director at FORUM ENERGY TECHNOLOGIESFORUM ENERGY TECHNOLOGIES
Board

About Louis A. Raspino, Jr.

Independent director at Forum Energy Technologies (FET) since January 2012; age 72. He chairs FET’s Compensation and Human Capital Committee and is affirmatively determined independent under NYSE standards. Background includes CEO/CFO roles across energy services, extensive audit/finance expertise, and a cybersecurity certificate. Current external board roles include Tidewater Inc. (Compensation Committee Chair; Audit Committee member) and American Bureau of Shipping (Compensation and Audit Committees). Attendance in 2024 met the board’s expectation, with each director attending at least 90% of meetings.

Past Roles

OrganizationRoleTenureCommittees/Impact
Pride International, Inc.President & CEO; DirectorJun 2005–May 2011Led contract drilling company until acquisition by Ensco plc
Pride International, Inc.EVP & CFODec 2003–Jun 2005Finance leadership and public company stewardship
Grant Prideco, Inc.SVP Finance & CFOJul 2001–Dec 2003Capital markets, finance
Halliburton CompanySenior financial positions incl. VP FinanceFeb 1999–Mar 2001Finance, operations support
Burlington Resources, Inc.Senior Vice PresidentOct 1997–Jul 1998Corporate finance/administration
Louisiana Land & Exploration Co.Finance roles culminating as SVP Finance & Administration & CFO1978–1997CFO responsibilities pre-merger
Clarion Offshore Partners (Blackstone affiliate)ChairmanOct 2015–Oct 2017Oversight of offshore investments
Private investor/consultantInvestor/ConsultantJun 2011–PresentOngoing advisory/investment activities

External Roles

OrganizationRoleTenureCommittees/Impact
Tidewater Inc.Director; Compensation Committee Chair; Audit Committee memberCurrentGovernance and pay oversight; audit oversight at offshore vessel operator
American Bureau of Shipping (private)Director; Compensation & Audit CommitteesCurrentClassification and standards body governance

Board Governance

  • Committee assignments: Chair, Compensation and Human Capital Committee; committee membership includes Rowsey, McShane, Beyer; 3 meetings in 2024. Audit Committee met 6 times; NG&S met 3 times.
  • Independence: Board affirmatively determined Raspino independent; all Compensation and Audit Committee members meet heightened independence standards.
  • Attendance and engagement: Board held 5 meetings in 2024; each director attended ≥90% of board/committee meetings; all directors then serving attended the 2024 Annual Meeting.
  • Leadership context: Following Chairman C. C. Gaut’s retirement, Lead Independent Director Michael McShane will become Chairman; the Lead Independent Director role will not be filled. Executive sessions held at each regular meeting in 2024.

Fixed Compensation

ComponentAmount ($)Detail
Fees Earned or Paid in Cash (2024)85,000Annual cash retainer $70,000 plus $15,000 chair fee for Compensation & Human Capital Committee
Stock Awards (2024)150,0107,975 restricted shares/RSUs; grant-date fair value based on $18.81 per unit
Total (2024)235,010Sum of cash fees and stock awards

Director program retainers (structure for 2024):

RoleRetainer ($)
Annual Retainer (non-employee director)70,000 (cash)
Equity Grant (restricted stock/RSUs)150,000 (annual; time-vested)
Comp & Human Capital Committee Chair15,000
Audit Committee Chair20,000; member 10,000
NG&S Committee Chair10,000; member 5,000
Lead Independent Director Fee20,000
Chairman of the Board Fee100,000

As of 12/31/2024, Mr. Raspino held 7,975 restricted shares; settlement terms are time-based with full vesting after one year. Directors may elect RSUs with deferral per the program.

Performance Compensation

  • Non-executive directors at FET receive time-based equity (restricted stock/RSUs); no performance metrics apply to director awards.
  • As Compensation Committee Chair, Mr. Raspino oversees NEO pay-for-performance. 2024 EMIP metrics and weights: Adjusted EBITDA (30%), Free Cash Flow (40%), Safety—TRIR (5%), Safety—Perfect Days (5%), Strategic Objectives (20%).

2024 EMIP targets, actuals, and payout factors:

Measure2024 Target2024 AchievementPercent of Target EarnedWeightWeighted Percent
Adjusted EBITDA ($MM)120.0100.058%30%18%
Free Cash Flow ($MM)76.084.8158%40%63%
Safety (TRIR)1.100.75200%5%10%
Safety (Perfect Days)76%81%200%5%10%
Strategic ObjectivesSee programAbove/Target mix157%20%31%
Total133%

Performance RSUs framework (NEOs):

  • Three tranches measured on absolute and relative TSR (peer group: Oil States International, Dril-Quip, Hunting, DMC Global, Core Labs, Cactus, NOV, Expro; FET included). Absolute TSR gates reduce payouts if TSR is negative; cap at 100% if absolute TSR < -15%.
  • 2024 Tranche 1 TSR: -31.7%; peer rank 7th; payout 50%; vested March 2025 with remainder forfeited.

Other Directorships & Interlocks

CompanyRelationship to FETNotes
Tidewater Inc.No related-party transactions disclosed between FET and TidewaterRaspino chairs TDW Compensation Committee; audit member. No intercompany transactions cited for 2023–2024 in FET proxy.
American Bureau of ShippingPrivate entity; not a public issuerCommittee memberships only; no FET transactions disclosed.

FET’s related-party transactions involved Variperm sellers (former >5% holders) and entities linked to a former director (Endurance Lift; Axis), not Raspino.

Expertise & Qualifications

  • Executive leadership across energy services (CEO/CFO), capital markets, M&A, audit and SEC reporting; board designates him literate and qualifying as an audit committee financial expert.
  • Industry depth across upstream/midstream/downstream; operational and strategic expertise.
  • Cybersecurity certificate (risk and oversight credential).

Equity Ownership

HolderShares Beneficially OwnedPercent of ClassNotes
Louis A. Raspino, Jr.16,121* (less than 1%)Includes holdings as of March 14, 2025 record date; restricted stock position of 7,975 as of 12/31/2024.
  • Director stock ownership requirement: ≥$210,000 in FET stock or eligible forms; all directors were compliant or within five-year grace period as of 12/31/2024.
  • Hedging and pledging: Prohibited for directors, officers, and employees under FET’s Insider Trading Policy.

Governance Assessment

  • Strengths: Independent status; chair of Compensation Committee with robust pay-for-performance design (EMIP tied to EBITDA/FCF/safety/strategic objectives; TSR-based PSUs with downside capture); strong attendance; strict hedging/pledging prohibitions; clawback policies; director ownership guidelines. These features support alignment and investor confidence.
  • Oversight quality signals: Compensation Committee uses an independent consultant (Meridian), conducts annual risk assessments, and emphasizes variable comp for NEOs.
  • Potential conflicts/red flags: None disclosed for Raspino. Related-party transactions in 2023–2024 did not involve him; no waivers of Codes of Conduct; directors monitored for overboarding and found compliant.
  • Context: Board engaged stockholders (~80% of non-passive float) and authorized a $75MM share repurchase program following refinancing—reflects responsiveness; while company TSR was negative for certain periods, PSU payouts scaled down accordingly, evidencing pay outcomes tied to performance.