James R. Crane
NABORS INDUSTRIESAbout James R. Crane
James R. Crane (age 71) is an independent director of Nabors Industries Ltd., serving since 2012. He chairs the Technology & Safety Committee and sits on the Executive Committee; he is not on the Audit, Compensation, or ESG Committees. Crane is Chair & CEO of Crane Capital Group Inc. and previously founded Eagle Global Logistics (NASDAQ) and led the investor group that purchased the Houston Astros in 2011. He holds a B.S. in Industrial Safety from Central Missouri State University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Eagle Global Logistics, Inc. (NASDAQ) | Founder, Chair & CEO | 1984–Aug 2007 | Built global transportation and supply chain company prior to sale |
| Cargojet, Inc. (TSX: CJT) | Director (prior) | n/a | Air cargo operations oversight (prior board service) |
| Western Gas Holdings, LLC | Director (prior) | n/a | Energy midstream governance (prior board service) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Crane Capital Group Inc. | Chair & CEO | Since 2006 | Investments across transportation, power distribution, real estate, asset management |
| Crane Worldwide Logistics; Crane Freight & Cartage | Owner/Controller via CCG | n/a | Global logistics provider with 105 offices in 30 countries |
| Houston Astros | Lead investor/Owner | Since 2011 | Leads franchise; chairs Astros Foundation and Astros Golf Foundation |
Board Governance
- Committees: Technology & Safety (Chair); Executive Committee (member). Not on Audit, Compensation, or ESG committees .
- Independence: Board determined all directors except CEO are independent; specifically concluded Crane meets NYSE and company independence standards despite ordinary-course transactions with entities he controls (see Related Party) .
- Attendance: 24 Board and Committee meetings held in 2024; each director attended 100% of Board and Committee meetings on which they served. The Technology & Safety Committee met four times; Executive Committee had zero meetings in 2024 .
- Shareholder engagement: Board maintains active engagement; independent lead director and committee chairs participate in outreach .
Fixed Compensation
| Component | 2024 Amount (USD) | Detail |
|---|---|---|
| Fees Earned or Paid in Cash | $130,000 | Board cash retainer $100,000 + Technology & Safety Chair retainer $30,000 |
| Special Committee Fees | $64,000 | Independent special committee overseeing NETC II/e2 business combination |
| Deferred Cash in Lieu of Equity | $187,500 | Directors elected deferred cash for three-quarters of annual director equity (to preserve share pool) |
| Option Awards | $0 | No cash-retainer-in-lieu option election in 2024 |
| Total Reported Compensation | $443,971 | Sum of elements including stock award fair value below |
Policy reference:
- Standard director retainers: Board cash $100,000; annual restricted stock $250,000; non-Audit committee member $10,000; non-Audit chair $30,000; Audit member $15,000; Audit chair $60,000; Lead Independent Director $35,000 .
Performance Compensation
| Equity Element | Grant Detail | Value/Units | Vesting |
|---|---|---|---|
| Restricted Share Award (annual) | Granted upon re-election (June 4, 2024) | 951 shares; grant-date fair value $62,471 (one-quarter entitlement) | Unvested at 12/31/2024 (951 shares) |
| Director Annual Equity (policy) | Annual entitlement $250,000 | Directors elected deferred cash $187,500 for 3/4 of annual grant in 2024 | N/A |
Notes:
- Directors can elect immediately vested stock options in lieu of quarterly cash retainers; none elected in 2024 .
- Director equity awards are time-based restricted shares; no director PSUs/TSR awards disclosed .
Other Directorships & Interlocks
| Company | Type | Current/Past | Role |
|---|---|---|---|
| Public company boards | — | Current: none | — |
| Cargojet, Inc. (TSX: CJT) | Public | Past | Director |
| Western Gas Holdings, LLC | Private | Past | Director |
Interlocks/Committee overlaps:
- Executive Committee member and Technology & Safety Chair; not on Audit/Compensation/ESG (mitigates conflict risk from related-party transactions) .
Expertise & Qualifications
- Logistics, global operations, marketing; founder/CEO experience; track record of value creation .
- Industry exposure across transportation and energy; degree in Industrial Safety .
- Board skills matrix attributes include health, safety & environment and technology oversight via his committee chair role .
Equity Ownership
| Metric | Amount |
|---|---|
| Common shares beneficially owned | 14,446 (less than 1%) |
| Vested options included within 60 days | 0 |
| Warrants included within 60 days | 3,110 |
| Unvested restricted shares at 12/31/2024 | 951 |
| Director ownership guideline | ≥5x annual cash retainer; all directors in compliance |
Hedging/Pledging:
- Insider Trading Policy prohibits trading in put/call options and short sales; no explicit pledging prohibition referenced in the cited section .
Related Party Transactions (Conflict Review)
- Entities controlled by Crane Capital Group provided transportation and international logistics services to Nabors in the ordinary course; 2024 payments totaled $7.9 million (excluding pass-through charges). ESG Committee determined immateriality (≈0.3% of consolidated revenue of Crane companies), arm’s-length terms, and that Crane was not involved in commercial decisions. Crane abstained from Board discussion/vote; independence affirmed; ongoing ordinary-course transactions approved .
Insider Trades
| Filing Date | Form | Description | Link |
|---|---|---|---|
| 2025-06-04 | Form 4 | Statement of changes in beneficial ownership (director) | https://www.sec.gov/Archives/edgar/data/1007833/000112760225016801/xslF345X05/form4.xml |
| 2024-06-xx | Form 4 | Statement of changes in beneficial ownership (director) | https://www.sec.gov/Archives/edgar/data/1163739/000112760224017983/0001127602-24-017983-index.htm |
Governance Assessment
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Strengths:
- Independence affirmed despite related-party exposure; not seated on Audit/Compensation/ESG; abstention protocol followed .
- Full attendance and active committee leadership in Technology & Safety (cybersecurity, safety, IT oversight) .
- Ownership alignment via director stock ownership guidelines (≥5x cash retainer) and compliance; ongoing restricted share holdings .
- Clear hedging restrictions; robust Board risk oversight structure .
-
Red flags and mitigants:
- Related-party transactions with Crane-controlled entities ($7.9M in 2024) represent potential conflict; mitigated by immateriality determination, arm’s-length terms, abstention, and committee exclusion from ESG/Comp/Audit .
- No explicit pledging prohibition disclosed in cited policy; monitor for future disclosure updates .
-
Compensation alignment for directors:
- Reasonable mix of cash and time-based equity; 2024 share-preservation decision to defer part of equity to cash reduces dilution while maintaining alignment .