Jeffrey Miller
About Jeffrey A. Miller
Jeffrey A. Miller is Halliburton’s Chairman, President and Chief Executive Officer; he has served on the Board since 2014, was President and Chief Health, Safety and Environment Officer from 2014–2017, CEO in 2017–2018, and has held the combined Chairman, President and CEO roles since 2019. He is 61, holds a BS in agriculture and business from McNeese State University and an MBA from Texas A&M University, and is a CPA with prior experience at a major accounting firm; his global operating background includes assignments in Angola, Indonesia, Venezuela, and Dubai . Halliburton’s multi‑year performance under his leadership includes strong cash generation ($3.9B operating cash flow and $2.6B FCF in 2024), $1.6B capital returned, capex at ~6% of revenue, and continued ROCE outperformance vs primary competitors; 2024 cumulative TSR (value of $100 investment) was 120.56, with net income of $2,516M and ROCE of 16.1% .
Company performance (USD):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenue ($USD Billions) | $20.297 | $23.018 | $22.944 |
| EBITDA ($USD Billions) | $3.943* | $5.081* | $5.005* |
Values retrieved from S&P Global.
*EBITDA values marked with an asterisk are from S&P Global and may not have document citations.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Halliburton | President & Chief Health, Safety and Environment Officer | 2014–2017 | Led HSE and sustainability strategy; strengthened global operations and safety protocols . |
| Halliburton | President & CEO | 2017–2018 | Drove corporate strategy and global execution; advanced digital and automation initiatives . |
| Halliburton | Chairman, President & CEO | 2019–present | Combined leadership role; capital efficiency, ROCE focus, shareholder returns; board oversight . |
| Halliburton | Senior VP, Global Business Development | Prior to 2014 | Managed largest global customers; global growth initiatives . |
| Major accounting firm | CPA | Early career | Financial discipline, M&A experience informing capital efficiency focus . |
External Roles
| Organization | Role | Notes |
|---|---|---|
| American Petroleum Institute | Member | Industry policy and standards participation . |
| National Petroleum Council | Member | Energy policy advisory . |
| Texas A&M Dwight Look College of Engineering | Advisory Council | Academic-industry linkage . |
| Association of Former Students of Texas A&M University | Board of Directors | Alumni engagement . |
| The Council on Recovery | Board of Trustees | Community leadership . |
| Greater Houston Partnership | Member | Regional economic development . |
| Friends of Bill Wilson | Board of Directors | Non-profit governance . |
| Arab-American Bilateral Chamber | Board of Directors | International business engagement . |
| Public company directorships | None | No current or former public company boards in last five years . |
Fixed Compensation
Multi‑year CEO compensation:
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 1,500,000 | 1,600,000 | 1,650,000 |
| Bonus ($) | — | — | — |
| All Other Compensation ($) | 647,017 | 659,119 | 1,046,038 |
| Total ($) | 23,402,317 | 19,911,392 | 18,326,343 |
All Other Compensation detail (2024):
| Component | Amount ($) |
|---|---|
| Halliburton Foundation | 112,500 |
| HALPAC matching to charity | 5,000 |
| Restricted Stock Dividends | 258,050 |
| HRSP Employer Match | 16,944 |
| HRSP Basic | 6,900 |
| Benefit Restoration Plan | 91,350 |
| SERP | 363,000 |
| All Other | 192,294 |
| Total | 1,046,038 |
Governance practices relevant to fixed pay: independent consultant (Pearl Meyer) engaged; no excise tax gross‑ups; no excessive perquisites; robust clawback policy .
Performance Compensation
Short‑Term (Annual) Incentive Plan (2024):
| Metric | Weighting | Target | Actual | Payout ($) | Vesting |
|---|---|---|---|---|---|
| NOPAT | 60% | Not disclosed | Not disclosed | 8,020,988 | 1 year |
| Asset Turns | 20% | Not disclosed | Not disclosed | Included in total | 1 year |
| Non‑Financial Strategic Metrics | 20% | Not disclosed | Not disclosed | Included in total | 1 year |
| CEO Target Bonus % | — | 150% of base salary | — | — | — |
Long‑Term Incentives (PUP and Restricted Stock; 2024 awards):
| Instrument | Metric/Features | Threshold | Target | Max | Shares/Value | Vesting |
|---|---|---|---|---|---|---|
| Performance Units (shares) | Primary: ROCE vs Performance Peer Group; TSR modifier ±25% | 27,478 sh | 109,910 sh | 219,820 sh | Grant date fair value $3,969,949 | 3‑year performance |
| Performance Units (cash) | Same metrics; 50% cash, 50% stock of PUP mix | $989,188 | $3,956,750 | $7,913,500 | Cash opportunity | 3‑year performance |
| Restricted Stock | Time‑based; 30% of LTI; aligns with share price | — | 94,208 sh | — | Grant date fair value $3,402,793 | 5‑year pro‑rata |
Outstanding equity at FY‑end 2024 (CEO):
| Type | Details | Count/Value |
|---|---|---|
| Stock options (exercisable) | Grants: 12/2/2015 ($38.95, exp 12/2/2025); 12/7/2016 ($53.54, exp 12/7/2026); 12/6/2017 ($43.38, exp 12/6/2027); 12/5/2018 ($31.44, exp 12/5/2028) | 468,400 options |
| Restricted Stock (unvested) | From grants 2020–2024 | 292,819 sh; $7,961,749 |
| Performance Shares (unearned) | 2023–2024 cohorts | 205,399 sh; $5,584,799 |
| Stock vested in 2024 | RS + PS vested | 428,116 sh; $12,390,381 |
PUP performance matrix and guardrails: ROCE target at 55th percentile; capped at target if HAL’s three‑year average ROCE is negative; TSR modifier not applied if upper quartile TSR is negative .
Equity Ownership & Alignment
Snapshot (as of March 10, 2025):
| Item | Amount |
|---|---|
| Beneficial ownership (shares) | 1,486,096 |
| Percent of class | <1% |
| Options exercisable (within 60 days) | 468,400 |
| Hedging/Pledging | Prohibited for executives/directors |
| CEO ownership guideline | ≥6x base salary; all NEOs met as of 12/31/2024 |
Ownership guidelines enforcement: post‑deadline, executives must retain 100% of net shares from vesting until compliant; option exercises must be exercise‑and‑hold until compliant .
Employment Terms
Post‑termination and change‑in‑control economics (as of 12/31/2024):
| Component | Early/Normal Retirement (with approval) | Resignation/Early Retirement (without approval)/For Cause | Termination without Cause | Change‑in‑Control with Qualifying Termination |
|---|---|---|---|---|
| Severance ($) | — | — | 3,300,000 | 3,300,000 |
| Restricted Stock ($) | 7,961,749 | — | 7,961,749 | 7,961,749 |
| Performance Cash ($) | 7,351,166 | — | — | 7,491,750 |
| Performance Shares ($) | 5,454,096 | — | — | 5,584,789 |
| Nonqualified Plans ($) | 12,754,356 | 12,754,356 | 12,754,356 | 12,754,356 |
| Total ($) | 33,521,367 | 12,754,356 | 24,016,105 | 37,092,644 |
Change‑in‑control terms: no single‑trigger vesting; clawback policy for material financial restatements; no excise tax gross‑ups; hedging/pledging prohibited .
Supplemental retirement: SERP target is 75% of base salary at age 65 with 25 years of service; allocations consider compensation, years of service, plan balances, and annuity assumptions reviewed annually .
Board Service and Governance
- Director since 2014; combined Chairman & CEO leadership affirmed by Board in 2024; Lead Independent Director is Robert A. Malone to reinforce independence and oversight .
- Committee roles: Miller serves on none; Board otherwise composed of independent directors; board met 7 times in 2024 with 4 executive sessions of independent directors; all directors attended ≥94% of meetings .
- Board leadership charter defines Lead Independent Director responsibilities, including CEO evaluation and agenda setting .
Compensation Governance, Peer Groups, and Say‑on‑Pay
- Comparator Peer Group is used to set market‑competitive targets; Performance Peer Group and the Oilfield Services Index (OSX) are used to assess relative ROCE and TSR in PUP; 2025 cycle adopts a refreshed Performance Peer Group (e.g., SLB, Baker Hughes, NOV, TechnipFMC, Weatherford, Liberty Energy, Noble, Valaris, etc.) to reflect industry consolidation and investor feedback .
- Strong shareholder support: ~97% say‑on‑pay approval in 2024, up from 79% the prior year, following substantive program changes and ongoing investor engagement .
- Independent compensation consultant (Pearl Meyer) advises committee; program emphasizes variable, at‑risk, long‑term pay, with clear metrics and no option repricing or single‑trigger CIC vesting .
Performance & Track Record
- 2024 results: $3.9B operating cash flow and $2.6B free cash flow; returned $1.6B via buybacks/dividends; reduced gross debt by $100M; capex at ~6% of revenue; ROCE outperformance vs competitors; recognized by Dow Jones Sustainability Indices .
- Segment margins: Drilling and Evaluation 20%; Completion and Production 16% (2024) .
- Pay‑versus‑performance disclosure shows multi‑year alignment between Compensation Actually Paid and TSR/Net Income/ROCE trends (e.g., CAP to Miller $12.1M in 2024; TSR cumulative value $120.56; Net Income $2,516M; ROCE 16.1%) .
Investment Implications
- High alignment: Robust stock ownership requirements (≥6x salary for CEO), prohibition on hedging/pledging, and double‑trigger CIC terms reduce agency risk and discourage short‑termism .
- Incentive design: Heavy weighting to ROCE with a TSR modifier, plus quantified annual NOPAT/Asset Turns metrics, should keep focus on capital discipline and cash conversion through cycles; the refreshed PUP peer set lowers benchmark drift risk amid E&P consolidation .
- Vesting supply signals: Material annual vesting (428,116 shares in 2024) and sizeable unvested RS/PS balances, alongside legacy option expirations (2025–2028), can create episodic supply events around vest/exercise dates; however, exercise‑and‑hold and retention‑until‑compliant rules mitigate forced selling .
- Shareholder support and governance: The move from 79% to ~97% say‑on‑pay indicates strong investor endorsement of the pay program’s rigor and responsiveness, lowering near‑term governance overhang risk .