Glyn Barker
TransoceanAbout Glyn A. Barker
Independent non-executive director of Transocean Ltd. since 2012; age 71; U.K. citizen. Former Vice Chair–U.K. of PwC LLP with deep accounting, audit, M&A and capital markets expertise; Chartered Accountant; B.Sc. Economics & Accounting, University of Bristol (1975) . The Board has determined he is independent under NYSE/SEC rules; he attended 100% of Board and committee meetings in 2024; he is Chair of the Compensation Committee and a member of the Audit Committee; the Audit Committee has determined all members, including Barker, are “audit committee financial experts” .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PwC LLP (U.K.) | Vice Chair–U.K.; previously U.K. Managing Partner; Head of Assurance; audit partner; led PE-focused Transactions Services globally | 1975–2011 (various roles); Vice Chair 2008–2011 | Led strategy & business development for EMEA/India; built PE Transactions Services practice |
| Berkeley Group Holdings plc | Director | 2012–2022 | U.K. housebuilder board service |
| Aviva plc | Director | 2012–2019 | U.K. insurer board service |
| Interserve plc | Director | 2016–2019 | Support services/engineering board service |
| Quilter | Director | 2022 | Wealth management board service |
| Transocean Partners LLC | Director (2014–2016); Chair (2015–2016) | 2014–2016 | Governance and oversight during MLP period |
| Tappit Technologies (UK) Ltd. | Chair | 2020–2023 | Growth-stage fintech governance |
| English National Opera | Deputy Chair | 2009–2016 | Non-profit leadership |
External Roles
| Organization | Role | Public/Private | Tenure |
|---|---|---|---|
| Irwin Mitchell Holdings Limited | Chair | Private | 2012–present |
| Various Eateries plc (LON: VARE) | Director | Public | 2020–present |
Board Governance
- Committee assignments (2024/2025 term): Chair, Compensation Committee; Member, Audit Committee .
- Independence: Board determined all directors except the CEO and COO are independent; Barker is independent .
- Attendance and engagement: 100% attendance at Board and committee meetings in 2024; Board held 4 meetings; committees held 9 (Audit), 4 (Compensation), 5 (Finance), 6 (Governance, Safety & Environment) .
- Audit Committee financial expert: All Audit members (including Barker) qualify; Barker is a Chartered Accountant and former PwC audit partner .
- Shareholder engagement context: Company conducted broad outreach; strong governance program highlighted .
- Majority voting and resignation policy for directors in uncontested elections is in place, enhancing accountability .
Fixed Compensation (Director)
Policy and 2024 actuals for non-employee directors.
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Policy (cash retainers and RSUs): | Component | Amount (USD) | |---|---| | Annual retainer — non-employee director | $100,000 | | Additional retainer — Compensation Committee Chair | $20,000 | | RSU grant — non-employee director target value | $210,000 | | RSU vesting | Earlier of 1-year anniversary or next AGM; service-continued |
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2024 actual compensation for Barker: | Year | Fees Earned (Cash) | Stock Awards (RSUs grant-date fair value) | Total | |---|---:|---:|---:| | 2024 | $120,000 | $217,954 | $337,954 |
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2024 RSU grant mechanics: Following the 2024 AGM, each non-employee director received 36,145 RSUs (Chair: 37,005), valued using the 10-day average price of $5.81 per share; RSUs vest at the earlier of first anniversary or next AGM and are typically settled after service ends .
Performance Compensation (Director)
- Directors receive time-based RSUs only; no performance-based PSUs or options for directors; RSUs are not subject to performance metrics and vest based on service as described above .
Other Directorships & Interlocks
| Company | Sector | Role/Notes |
|---|---|---|
| Various Eateries plc | Consumer/leisure | Current director (since 2020) |
| Irwin Mitchell Holdings Limited | Legal services | Current Chair (since 2012) |
| Berkeley Group Holdings plc | Homebuilding | Former director (2012–2022) |
| Aviva plc | Insurance | Former director (2012–2019) |
| Interserve plc | Support services | Former director (2016–2019) |
| Quilter | Wealth mgmt | Former director (2022) |
| Transocean Partners LLC | Energy MLP | Former director/chair (2014–2016/2015–2016) |
- Related-party/transactions review: The proxy lists certain director relationships; none are attributed to Barker, and the Board concluded the disclosed relationships for named directors did not affect independence; no related person transactions outside policy since 2024 .
Expertise & Qualifications
- Chartered Accountant; extensive audit and financial oversight background, including as PwC U.K. Vice Chair and audit partner .
- Audit Committee financial expert designation; capital markets and M&A expertise .
- Public company governance across multiple FTSE/UK-listed boards; chair experience on compensation matters .
Equity Ownership
| Holder | Shares Owned | Shares Subject to Right to Acquire (vested units/options within 60 days) | Total Beneficial Ownership | % of Class | Notes |
|---|---|---|---|---|---|
| Glyn A. Barker | 2,984 | 345,127 (vested share units) | 348,111 | <1% | Company policy prohibits hedging/pledging; none of directors’ or executives’ shares are pledged |
- Director ownership guidelines: Non-management directors must hold shares/RSUs equal to 5× the annual cash retainer; vested RSUs are generally settled after Board service ends, aiding retention and alignment .
Governance Assessment
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Strengths
- Independent, financially sophisticated director with deep audit background; designated Audit Committee financial expert .
- Serves as Compensation Committee Chair; committee uses an independent consultant (Pay Governance) with no conflicts, reinforcing pay governance quality .
- Strong attendance (100%) and adherence to robust governance practices (majority voting policy; anti-hedging/pledging; director ownership guidelines) .
- Shareholder support for pay programs has been high (e.g., ~98% support at 2024 AGM for NEO compensation), indicating investor confidence in compensation oversight under the committee’s remit .
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Potential watch items
- Board retirement policy (retirement at AGM after age 75 or after 15 years of service, whichever first) suggests potential turnover by or before the 2027–2028 timeframe for a 2012 appointee; succession planning should ensure continuity of audit and compensation expertise .
- No Barker-specific related party transactions disclosed; routine ongoing monitoring remains prudent .