Mark Richard
President – Western Hemisphere at HAL
Executive
About Mark Richard
Halliburton’s President – Western Hemisphere since February 1, 2019, Mark J. Richard is a 63-year-old executive with 40+ years in oilfield services; he holds a B.S. in Electrical Engineering from LSU and has led major regional and business development roles globally . Halliburton delivered $22.9B revenue in 2024, generated $3.865B operating cash flow and $2.646B free cash flow, reduced debt by $100M, and achieved ROCE of 16.1% with net income of $2,516M; five-year TSR measured for pay-versus-performance was 120.56 vs. OSX peer 101.68 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Halliburton | President – Western Hemisphere | 2019–present | Leads Western Hemisphere operations; member of Executive Committee . |
| Halliburton | Senior VP – Northern Region | 2018–2019 | Regional leadership and operations oversight . |
| Halliburton | Senior VP – Business Development & Marketing | 2015–2018 | Global BD and marketing leadership to drive growth . |
| Halliburton | Senior VP – Asia Pacific; Senior VP – Europe/Sub-Saharan Africa & Eurasia | Various years | Executive leadership across major global regions; operational execution and customer relationships . |
| Halliburton/Gearhart Industries | Wireline Logging Engineer (joined via acquisition) | 1984–1988 | Early technical roles; foundation in field operations . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| LSU Foundation | Board/Advisory roles | Not disclosed | Serves on LSU College of Engineering Dean’s Advisory Council; active governance roles . |
| American Petroleum Institute (API) | Upstream Committee member | Not disclosed | Industry policy and standards engagement . |
| Permian Strategic Partnership (PSP); NOIA; Ronald McDonald House | Board/member | Not disclosed | Community and industry organizations . |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 850,000 | 900,000 | 950,000 |
| Target Annual Bonus (% of Salary) | 110% | 110% | 110% |
| Actual Annual Performance Pay ($) | Included in Non-Equity Incentive Plan | Included in Non-Equity Incentive Plan | 527,288 |
| “All Other Compensation” ($) | 714,490 | 735,714 | 1,125,436 |
| Stock Awards – Grant Date Fair Value ($) | 2,555,241 | 2,556,249 | 2,474,369 |
| Non-Equity Incentive Plan Compensation ($) | 4,870,848 | 3,866,122 | 2,917,640 |
| Change in Pension Value & NQDC Earnings ($) | 1,972 | 95,351 | 61,359 |
| Total Compensation ($) | 8,992,551 | 8,153,436 | 7,528,804 |
Performance Compensation
| Annual Plan Metric (2024) | Weight | Threshold | Target | Maximum | Actual |
|---|---|---|---|---|---|
| NOPAT ($) | 60% | 2.933B | 3.192B | 3.451B | 2.979B |
| Asset Turns (x) | 20% | 1.775 | 1.811 | 1.847 | 1.755 |
| Sustainability (Non-Financial) | 10% | Binary | Target | — | Achieved |
| Our People (Non-Financial) | 10% | Binary | Target | — | Achieved |
| 2024 Annual Plan Payout | — | — | — | — | 50% of target |
| Long-Term Incentive (PUP) | Design | Peer Basis | TSR Modifier | Target Setting |
|---|---|---|---|---|
| 2024 PUP Cycle | ROCE over 3 years; 50% stock, 50% cash | Performance Peer Group (oilfield services & E&P) | ±25% vs OSX quartiles | Target payout at 55th percentile ROCE; cap at target if HAL 3-yr ROCE negative |
| 2022 PUP Cycle Outcome | HAL 3-yr ROCE | Peer 50th / 75th Percentile ROCE | TSR (3-yr) vs OSX | Payout (% of Target) |
|---|---|---|---|---|
| Result | 15.51% | 12.43% / 15.77% | 30.9%; 25th–50th percentile, no modifier | 192.22% |
| 2024 Grants of Plan-Based Awards (Mark Richard) | Threshold | Target | Maximum |
|---|---|---|---|
| PUP Cash Opportunity ($) | 321,913 | 1,287,650 | 2,575,300 |
| PUP Share Opportunity (#) | 8,942 | 35,768 | 71,536 |
| Restricted Stock Granted (#, $) | 30,658; $1,107,367 | — | — |
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Total Beneficial Ownership (shares) | 714,945; Percent of Class: *<1% |
| Shares Outstanding (for context) | 861,980,775 |
| Options Exercisable within 60 Days (included in above) | 113,666 |
| Unvested Restricted Stock (#; $) | 101,454; $2,758,534 |
| Unearned Performance Shares (#; $) | 70,551; $1,918,282 |
| 2024 Shares Vested (#; $) | 149,987; $4,340,068 |
| Stock Ownership Guidelines | 3x base salary for CEO direct reports; all NEOs met requirements as of 12/31/2024 |
| Hedging/Pledging | Prohibited for executives and Directors |
Note: The company prohibits pledging of shares; no pledges are disclosed for Mr. Richard .
Employment Terms
| Provision | Term | Detail |
|---|---|---|
| Employment Agreement | Non-compete / non-solicit | Substantial provisions post-separation; durations not specified in proxy . |
| Severance (Termination Without Cause or Good Reason) | Cash | Lump sum equal to 2x base salary; for 2024 salary, $1,900,000 . |
| Equity on Termination (Without Cause / Good Reason) | Vesting | Restricted stock restrictions lapse; options retention; PUP cash/shares do not vest (no payment) . |
| Change-in-Control | Double trigger | Awards vest only upon Qualifying Termination; performance awards paid at target; restricted stock lapses; options become immediately exercisable . |
| Annual Bonus on CIC | Payment | Target bonus paid (without proration) upon Qualifying Termination . |
| Post-Termination/CIC Values (as of 12/31/2024) | Severance | $1,900,000 |
| Restricted Stock | $2,758,534 | |
| Performance Cash (target) | $2,575,300 | |
| Performance Shares (target) | $1,918,271 | |
| Nonqualified Plans (balance) | $7,678,103 | |
| Total (Termination w/o Cause) | $12,336,637 | |
| Total (CIC + Qualifying Termination) | $16,830,208 |
Compensation Structure Analysis
- Mix emphasizes at-risk, long-term incentives: ~83% of NEO compensation at-risk; ~65% long-term; stock options are no longer used for annual awards since 2020 (no repricing) .
- Annual plan payout at 50% of target in 2024 reflects below-target NOPAT and asset turns, offset by full achievement on sustainability and people metrics .
- Strong long-term value creation evidenced by 2022 PUP payout at 192.22% of target based on superior ROCE vs peers; TSR modifier neutral .
- Governance features: clawback compliant with SEC/NYSE plus supplementary recoupment policy; hedging/pledging prohibited; no excise tax gross-ups; independent consultant (Pearl Meyer) found no material compensation risk .
Say-on-Pay & Shareholder Feedback
| Year | Say-on-Pay Approval (%) | Notes |
|---|---|---|
| 2024 | ~97% | Highest in over a decade; broad shareholder engagement (representing ~52% of shares) . |
Data Drill-Down: 2024 “All Other Compensation” Components (Mark Richard)
| Component | Amount ($) |
|---|---|
| Halliburton Foundation Matching | 45,000 |
| Halliburton Giving Choices | 460 |
| HALPAC matched to charity | 5,000 |
| Restricted Stock Dividends | 88,899 |
| HRSP Employer Match | 17,164 |
| HRSP Basic Contribution | 6,900 |
| Benefit Restoration Plan Award | 42,350 |
| Supplemental Executive Retirement Plan (SERP) Award | 916,000 |
| Expatriate/Other | 3,663 |
| Total | 1,125,436 |
Expertise & Qualifications
- Technical and global operations expertise: electrical engineering degree (LSU); leadership across Gulf of Mexico, Asia Pacific, ESSA/Eurasia; BD/marketing senior roles .
- Industry networks: API Upstream Committee, NOIA, PSP; LSU Foundation governance .
Equity Events & Insider Selling Pressure
- 2024 equity vesting: 149,987 shares vested with $4.34M realized value; no option exercises reported for 2024 .
- Form 4 transaction-level analysis: Not available due to a data access error during insider-trades retrieval; proxy tables indicate substantial scheduled vesting, which can create periodic sale/withholding flows but do not evidence discretionary selling .
Compensation Peer Groups
- Comparator Peer Group (for market pay benchmarking): 3M, Baker Hughes, Caterpillar, ConocoPhillips, Deere, Emerson, Fluor, Hess, Honeywell, Johnson Controls, NOV, Occidental, SLB, Transocean, Weatherford .
- Performance Peer Group (for relative ROCE): Apache, Baker Hughes, Chesapeake, Devon, Hess, Marathon, Murphy, NOV, Nabors, SLB, TechnipFMC, Transocean, Weatherford, Williams .
- 2025 PUP cycle: revised Performance Peer Group to reflect sector consolidation (includes SLB, NOV, TechnipFMC, Valaris, Transocean, Liberty, Weatherford, etc.) .
Policies & Risk Indicators
- Clawback (SEC/NYSE) plus supplementary misconduct recoupment; no 2024 recoupment actions .
- Anti-hedging and anti-pledging; prohibited for executives/Directors .
- No excise tax gross-ups; no option repricing; robust ownership requirements; double-trigger CIC vesting .
Investment Implications
- Alignment: High at-risk pay and ROCE/TSR-linked PUP with target at 55th percentile, plus strict anti-hedging/pledging and ownership requirements, indicate strong shareholder alignment .
- Retention: Two-times-salary severance and CIC protections, significant unvested equity ($2.76M restricted; $1.92M performance shares), and substantial SERP/benefit balances ($7.68M) reduce near-term attrition risk but increase retention cost if separation occurs .
- Trading signals: Sub-Target 2024 annual plan payout (50%) contrasts with strong 2022–2024 ROCE-driven long-term award (192.22%); periodic vesting creates mechanical supply but no evidence of discretionary selling pressure from 2024 activity alone .
- Governance quality: 97% say-on-pay support, independent consultant involvement, and disciplined metric design mitigate pay-for-performance risk; continued focus on ROCE/TSR supports long-run shareholder value .