Michael C. Linn
NABORS INDUSTRIESAbout Michael C. Linn
Independent director since 2012 (13 years of service), age 73. President and CEO of MCL Ventures, LLC; founder and former Chair/CEO/President of LINN Energy, LLC (founded 2003). Education: B.A. in Political Science (Villanova University) and J.D. (University of Baltimore School of Law). Recognized for broad energy-sector leadership and governance roles, including national industry bodies and major non-profit boards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| LINN Energy, LLC | Chair, CEO, President, Director | Not disclosed | Founder; led growth in E&P operations |
| Jagged Peak Energy Inc. | Director; Compensation and Audit Committee member | Former | Compensation and Audit Committee service |
| Western Refining Logistics GP, LLC | Director; Chair of Conflicts Committee | Former | Oversight of related-party conflicts |
| Centrica plc | Non-Executive Director; Chair of SHESEC Committee | Former | Established safety rules and regulations |
| Wireline Holding Company, LLC | Board of Managers | Former | Governance oversight |
| Cavallo Mineral Partners, LLC | Board of Managers | Former | Governance oversight |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Black Stone Minerals, L.P. (NYSE: BSM) – GP Board | Director | Current | Public company directorship |
| CRP XII (Caliber Resource Partners) | Director | Current | Private energy investments |
| Quantum Energy Partners, LLC | Senior Advisor to Board | Current | Strategy/advisory role |
| Texas Children’s Hospital | Chair, Board of Trustees | Current | Non-profit leadership |
| MD Anderson Cancer Center | Board of Visitors & Development Committee | Current | Non-profit governance |
| Houston Methodist Hospital | President’s Leadership Council Senior Cabinet | Current | Non-profit advisory |
| Museum of Fine Arts, Houston | Trustee; Long Range Planning & Finance Committees | Former | Non-profit governance |
Board Governance
- Independence: Board determined all directors other than the CEO are independent; Linn is independent .
- Committees: Chair, ESG Committee; Member, Risk Oversight Committee .
- Attendance: Each director attended 100% of all Board and applicable committee meetings in 2024; Board held 4 meetings; each key committee met 4 times .
- Engagement: ESG Committee oversees director nominations, governance policy, board evaluation, related-party approvals, and ESG strategy/reporting; Risk Oversight Committee meets at least quarterly on enterprise risks (cyber, legal/regulatory, operations) .
- Executive sessions: Held in connection with every regular Board meeting; any director may request; independent Lead Director presides .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Fees Earned or Paid in Cash ($) | 140,000 | Board cash retainer $100,000; ESG Chair $30,000; Risk Oversight member $10,000 |
| All Other Compensation ($) | 187,500 | Deferred cash in lieu of 3/4 of annual director equity ($250k entitlement) to preserve plan shares |
| Total Fixed ($) | 327,500 | Sum of cash fees and deferred cash |
Current director retainer schedule (policy): Board cash retainer $100,000; Board restricted stock award $250,000; Committee member (non-Audit) $10,000; Committee Chair (non-Audit) $30,000; Audit Committee Chair $60,000; Audit Committee member $15,000; Independent Lead Director $35,000. Aggregate annual director compensation capped at $750,000 under Limitation Policy (approved 2024) .
Performance Compensation
| Equity Award | Grant Date | Quantity | Grant-Date Fair Value | Vesting | Performance Metrics |
|---|---|---|---|---|---|
| Restricted Shares (annual) | 2024-06-04 | 951 shares | $62,471 | Unvested as of 2024-12-31 | None (time-based director restricted shares) |
Policy: Restricted share awards granted shortly after AGM to elected directors; directors elected in 2024 chose to defer 3/4 of annual equity ($187,500 cash) to preserve share pool . No option awards were elected in lieu of cash in 2024 .
Other Directorships & Interlocks
| Company | Market Relationship | Potential Interlock/Conflict Notes |
|---|---|---|
| Black Stone Minerals, L.P. (NYSE: BSM) – GP Board | Mineral/royalty interests | Public board; no related-party transactions disclosed with NBR . |
| Quantum Energy Partners | Private equity in energy | Advisory role; no NBR related-party transactions disclosed . |
| Prior boards (Jagged Peak, Western Refining Logistics, Centrica) | E&P, midstream/logistics, utility | Demonstrated conflicts oversight (Western Refining Logistics Conflicts Committee chair) and HSE governance (Centrica SHESEC) . |
Related-party policy: ESG Committee (chaired by Linn) must pre-approve related-party transactions; in 2024 the Committee reviewed Crane-affiliated services (approx. $7.9M) and deemed immaterial; transactions conducted at arm’s length; Crane abstained from Board voting .
Expertise & Qualifications
- Energy leadership: Founder/CEO of Linn Energy; broad upstream and services relationships; customer insight .
- Governance: Chair, ESG Committee; experience with conflicts oversight and HSE committees .
- Industry bodies: National Petroleum Council; led multiple industry associations (IPAA, Natural Gas Council, etc.) .
- Financial literacy: Board determined committee members meet NYSE independence; ESG Chair role includes governance policy and related-party oversight .
Equity Ownership
| Holder | Common Shares Beneficially Owned | % of Outstanding | Derivative/Option/Warrant Detail |
|---|---|---|---|
| Michael C. Linn | 12,260 | <1% | 924 warrants exercisable/vested within 60 days included in beneficial ownership; 0 options |
| Unvested Restricted Shares | 951 | N/A | As of 2024-12-31, each non-employee director held 951 unvested restricted shares |
- Shares outstanding: 15,696,520 as of April 4, 2025 (record date) .
- Director stock ownership guidelines: Minimum 5x annual cash retainer; compliance for all directors within 3 years of first election; Linn compliant .
- Pledging/hedging: Not disclosed for directors; Company maintains hedging policy within compensation framework .
Governance Assessment
- Board effectiveness: Linn chairs ESG Committee, which controls nominations, governance policy, board evaluations, and related-party approvals—central to board refreshment, independence monitoring, and ESG oversight . His risk committee membership supports enterprise risk oversight and integration with ERMC reporting .
- Independence and attendance: Independent; 100% meeting attendance in 2024—supports engagement and oversight quality .
- Compensation alignment: Director pay mix emphasizes equity alignment with time-based restricted shares and cash retainers; deferred cash election preserved share pool, signaling resource stewardship .
- Signals and shareholder confidence:
- Say-on-Pay support improved but remained low at 55.15% in 2024, indicating continued investor scrutiny of NEO pay; the Board and Compensation Committee responded with added multi-year ROIC goals and enhanced disclosure—positive responsiveness, but still a watch point for governance perception .
- Related-party transactions (Crane-affiliated services) were reviewed and approved by the ESG Committee with documented materiality assessment and abstention protocols—strong procedural controls; no Linn-specific related-party exposure disclosed .
- Red flags: None disclosed specific to Linn. Monitoring areas include continued investor sentiment on executive pay and oversight of integration risks (e.g., Parker Wellbore acquisition, SANAD JV trajectory) through ESG and Risk committees .