Julie J. Robertson
PATTERSON UTI ENERGYAbout Julie J. Robertson
Independent director at Patterson-UTI Energy (PTEN) since April 2022, age 69, with 40+ years of operational, managerial, compliance, and human resources experience in offshore drilling and global energy services . Education includes a Bachelor of Journalism from the University of Texas at Austin and completion of Harvard Business School’s Advanced Management Program (1998) . Tenure on PTEN’s board: since 2022 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Noble Corporation plc | Executive Chairman | May 2020 – Feb 2021 | Led governance and executive oversight through industry downturn |
| Noble Corporation plc | Chairman of the Board, President & CEO | Jan 2018 – May 2020 | M&A, global compliance, risk mitigation, executive compensation, sustainability, supply chain |
| Noble Corporation plc | Executive Vice President | 2006 – Jan 2018 | Senior leadership across administration and HR |
| Noble Corporation plc | Senior Vice President — Administration | 2001 – 2006 | Organizational administration, governance |
| Noble Corporation plc | Vice President — Administration | 1996 – 2001 | Admin leadership |
| Noble Corporation plc | Corporate Secretary | 1993 – 2018 | Board processes, corporate records |
| Noble (predecessor subsidiary) | Various roles | Joined 1979 | Extensive global operations in 45+ countries |
External Roles
| Company | Role | Start–End | Notes |
|---|---|---|---|
| EOG Resources, Inc. | Director | Jan 2019 – present | Upstream E&P; potential customer interlock context |
| Seadrill Limited | Director | Nov 2021 – present | Offshore drilling contractor |
| Superior Energy Services, Inc. | Director | Feb 2021 – Mar 2025 | Service company; resigned Mar 2025 |
Board Governance
- Committee assignments and roles:
- Nominating & Corporate Governance Committee: Chair; 2 meetings in 2024 .
- Audit Committee: Member; 5 meetings in 2024 .
- Independence: Board determined Robertson is independent under Nasdaq standards .
- Attendance: Board met 9 times in 2024; each then-serving director attended at least 75% of aggregate Board and committee meetings; all but two directors attended the 2024 annual meeting .
- Board leadership and engagement:
- Independent Chairman (Curtis W. Huff) and independent Vice Chairman (Robert W. Drummond); independent directors meet regularly in executive sessions chaired by the Chairman .
- Governance Policy (post-NexTier merger) through Sept 1, 2025 ensures balanced committee composition; Robertson is a Patterson-UTI designee .
- Continuing education: Directors required to participate; expenses reimbursed .
Say-on-Pay Support (investor confidence signal)
| Year | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Approval % | 96% | 98% | 97% | 98% | 96% |
Fixed Compensation
| Component | 2024 Amount/Units | Detail | Source |
|---|---|---|---|
| Annual cash retainer | $100,000 | Standard for non-employee directors | |
| Committee chair fee | $15,000 | Nominating & Corporate Governance Committee chair | |
| Committee member fee | $10,000 | Audit Committee member | |
| Total cash fees (Robertson) | $125,000 | Reported fees earned in 2024 | |
| Annual RSU grant | 16,203 RSUs | Granted Jan 1, 2024 at $10.80 per unit; fair value $174,992 | |
| Total 2024 director compensation (Robertson) | $299,992 | Cash $125,000 + RSU $174,992 |
- Director compensation program: Annual cash retainer $100k; RSUs $175k grant-date value; committee retainers: Audit chair $25k/member $10k; Nominating chair $15k/member $7.5k; Sustainability chair $15k/member $7.5k; Compensation chair $20k/member $10k; non-executive Chairman receives additional $70k cash and $70k RSUs .
Performance Compensation
- PTEN directors do not receive performance-based equity; however, the Compensation Committee’s executive incentive design (board oversight context) emphasizes cash flow, EBITDA, HSE, and strategy. 2024 NEO annual bonus metrics and outcomes:
| Metric (Weighting) | Threshold | Target | Maximum | Actual | Metric Achievement % | Weighted Achievement % |
|---|---|---|---|---|---|---|
| Operating Cash Flow (60%) | $466.4mm | $583.0mm | $699.6mm | $568.1mm | 97% | 56% |
| Adjusted EBITDA (20%) | $1,190.8mm | $1,488.5mm | $1,786.1mm | $1,205.7mm | 53% | 11% |
| Health, Safety & Environmental (10%) | n/a | Holistic KPI | n/a | Committee assessed outperformance | 200% | 20% |
| Strategy (10%) | n/a | Holistic KPI | n/a | Committee assessed outperformance | 200% | 20% |
| Total | 107% |
- Long-term incentives (NEOs): 49% RSUs (time-vest over 3 years) and 51% Performance Units with relative TSR hurdles (25th percentile threshold, 55th target, 75th max; capped at target if 3-year absolute TSR is not positive) .
Other Directorships & Interlocks
| External Board | Potential Interlock/Conflict | PTEN Determination |
|---|---|---|
| EOG Resources (E&P customer context) | Potential customer-board interlock given PTEN services E&P operators | Board independence review considered transactions since 2024 and identified only a Stewart-related ordinary-course relationship; Robertson remains independent |
| Seadrill Limited (offshore drilling) | Industry adjacency, not a direct PTEN competitor (PTEN land/completions) | No related-party transaction flagged with Robertson |
| Superior Energy Services | Former director (through Mar 2025) | No PTEN related-party exposure disclosed |
Expertise & Qualifications
- Leadership: Former CEO/Chair/Executive Chair of Noble; extensive M&A, compliance, governance, risk mitigation, executive compensation, sustainability, supply chain expertise .
- Global operations: Worked in over 45 countries .
- Recognition: IADC “Drilling Contractor of the Year” (2013); Oil & Gas Investor’s “25 Influential Women in Energy” (2020) .
- Education: University of Texas at Austin (Journalism, BA); Harvard AMP (1998) .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Shares beneficially owned | 37,635 | Does not include unvested RSUs that won’t vest within 60 days |
| Unvested RSUs (not included above) | 21,186 | Standard annual director grants |
| Shares outstanding (denominator for % ownership) | 385,978,013 | As of April 8, 2025 |
| Ownership as % of shares outstanding | ~0.0098% | 37,635 / 385,978,013; numerator and denominator per sources |
| Stock ownership guideline | 5x annual base cash retainer for outside directors | 5 years to comply |
| Compliance status | In compliance as of proxy date | Verified for all directors |
| Pledging/Hedging | Anti-pledging and anti-hedging apply to directors; only Stewart has a legacy waiver (not Robertson) | No pledging disclosed for Robertson |
Governance Assessment
- Strengths:
- Independent Nominating & Corporate Governance Committee Chair with direct oversight of director nominations, board performance evaluation, succession planning, and governance policies—positive for board effectiveness .
- Audit Committee membership supports financial reporting oversight; robust audit committee independence and expertise (committee chaired by an SEC-defined financial expert) .
- Strong investor support for executive pay (96–98% say-on-pay approvals 2020–2024), reinforcing governance credibility and alignment with shareholders .
- Ownership alignment: RSU-based director pay, clear stock ownership guidelines, and confirmation of compliance; anti-hedging/anti-pledging policies reduce misalignment risk .
- Board structure emphasizes independence (independent Chair and Vice Chair; regular executive sessions) .
- Independent compensation consultants (CAP in 2023–2024; Pay Governance from Oct 2024) with no conflicts; peer groups for benchmarking clearly disclosed .
- Potential risks/RED FLAGS:
- External board at EOG (major E&P) implies a potential information-flow interlock; however, PTEN’s independence determination flagged no Robertson-related transactions (only Stewart’s ordinary-course relationship noted), mitigating conflict concerns .
- No evidence of pledging/hedging by Robertson; anti-pledging/anti-hedging policies in force (waiver applies to Stewart only) .
- No related-party transactions involving Robertson disclosed; related-person transaction policy and audit review in place .
- Overall signal: Governance posture is shareholder-friendly with strong independence, oversight, and pay-for-performance frameworks; Robertson’s experience and committee leadership are positives for investor confidence .
Note: Items like insider trading activity, director-specific severance or employment contracts, and board meeting-by-meeting attendance detail for Robertson are not disclosed in the proxy; PTEN confirms ≥75% attendance for all directors and broad compliance with ownership guidelines .