Darrell Hollek
OIL STATES INTERNATIONALAbout Darrell E. Hollek
Independent director at Oil States International (OIS); age 68; on the Board since June 2018. Former Executive Vice President, Operations at Anadarko Petroleum with a 38‑year career spanning U.S. onshore, Gulf of Mexico, and international operations; B.S. Mechanical Engineering, Texas A&M University. Currently Chair of the Nominating, Governance & Sustainability (NG&S) Committee and member of the Audit Committee; determined “independent” under NYSE standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Anadarko Petroleum Corporation | Executive Vice President, Operations; previously EVP U.S. Onshore E&P; SVP Deepwater Americas; VP Gulf of Mexico & Worldwide Deepwater | Retired 2017; 38‑year career | Led onshore, deepwater and international operations; extensive operational leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| — | No current public company directorships | — | — |
Board Governance
- Committee assignments (as of April 1, 2025): NG&S Committee Chair; Audit Committee member.
- 2024 meeting cadence: Audit (5); Compensation (4); NG&S (3).
- Independence: Board determined Hollek “independent” under NYSE standards.
- Attendance: Each director attended at least 90% of aggregate Board/committee meetings in 2024; all directors attended the 2024 Annual Meeting.
- Board leadership: Independent Chair separate from CEO; independent directors held four executive sessions in 2024.
- 2025 election outcome (signal of support): For 42,792,053; Withheld 3,259,786; Broker non‑votes 7,291,546.
Committee Memberships and 2024 Meetings
| Committee | Role | Meetings Held (2024) |
|---|---|---|
| Audit | Member | 5 |
| Nominating, Governance & Sustainability | Chair | 3 |
Fixed Compensation
Non‑Employee Director Fee Structure (2024)
| Element | Amount (USD) |
|---|---|
| Annual Retainer | $60,000 |
| Meeting Fee (per Board/Committee meeting) | $2,000 |
| Chair of the Board Retainer (50% cash / 50% stock) | $100,000 |
| Audit Chair / Member | $20,000 / $10,000 |
| Compensation Chair / Member | $15,000 / $5,000 |
| NG&S Chair / Member | $15,000 / $5,000 |
| Annual Equity Award (approximate grant‑date value) | $150,000 |
Hollek – Director Compensation (actual paid)
| Year | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| 2023 | 109,000 | 150,002 | 259,002 |
| 2024 | 107,000 | 149,998 | 256,998 |
- Ownership/retention guideline: Directors expected to hold stock valued at 5x annual retainer; all directors in compliance as of 12/31/2024.
Performance Compensation
Director equity is granted as time‑based restricted stock or deferred stock units; no performance metrics apply to director awards. Awards vest on the earlier of one year from grant or the next annual meeting; vesting accelerates upon a Change of Control.
| Grant Date | Award Type | Shares Granted | Grant‑Date Fair Value ($) | Vesting Schedule |
|---|---|---|---|---|
| May 7, 2024 | Restricted Stock / Deferred Stock Units | 33,259 | 149,998 | Earlier of 1 year or next annual meeting; full vest on Change of Control |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None |
| Identified interlocks with OIS customers/suppliers/competitors | None disclosed for Hollek |
Expertise & Qualifications
- Executive leadership across large‑scale E&P operations; deep oilfield services domain knowledge; international operations experience.
- Education: B.S. in Mechanical Engineering, Texas A&M University.
- Board skills matrix flags: Executive Leadership; Energy/Oilfield Services; Financial Experience; International Operations.
Equity Ownership
| Holder | Beneficial Ownership (Shares) | % of Outstanding | Unvested Director Equity (RS/DSU) | Vested DSUs | Pledged Shares | Ownership Guideline Status |
|---|---|---|---|---|---|---|
| Darrell E. Hollek | 115,399 | <1% | 33,259 | — | Prohibited by policy | All directors in compliance as of 12/31/2024 |
Notes: total shares outstanding 62,017,356 as of March 19, 2025 (for percentage context) .
Governance Assessment
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Strengths
- Independent director; NG&S Chair and Audit member—positions central to governance, ESG oversight, trading/anti‑hedging/pledging policies, board evaluations, and related‑party review (via Audit).
- Strong shareholder support in 2025 election (42.8M For vs. 3.3M Withheld).
- High engagement: directors ≥90% attendance in 2024; independent leadership structure with four executive sessions.
- Alignment controls: director stock ownership guideline (5x retainer), anti‑hedging and anti‑pledging policies.
-
Potential risks/RED FLAGS
- None disclosed specific to Hollek: no related‑party transactions reported; independent status affirmed. Related‑party disclosure for 2024 concerned a relative of an executive (not Hollek) and is overseen under established policies.
-
Compensation structure signals
- Balanced cash/equity mix; equity is time‑based (lower risk vs. options), with unchanged 2024 program from 2023; Hollek’s 2024 total director compensation $256,998 (cash $107,000; equity $149,998).
- Say‑on‑pay environment supportive: 2024 approval 85% For; 2025 say‑on‑pay votes 33,654,467 For / 12,349,902 Against / 47,470 Abstain.
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Additional context
- Board determined Hollek and majority of directors are independent under NYSE standards.
- Committee activity addresses core risk areas (financial reporting/cyber via Audit; compensation risk via Compensation; ESG/governance via NG&S).