Robert Drummond
EXPRO GROUP HOLDINGSAbout Robert W. Drummond
Robert W. Drummond, age 64, is the independent Chairman of the Board at Expro Group Holdings N.V. (XPRO), serving as Chair since May 2024 and as a director since 2017; he is a non-executive director under XPRO’s Dutch one-tier board structure and is deemed independent by the Board under NYSE rules . He brings 30+ years of oilfield services leadership including 31 years at Schlumberger and prior CEO roles at NexTier Energy Solutions and Key Energy Services; he holds a B.S. in Mineral/Petroleum Engineering from the University of Alabama (1983) and is a member of the Society of Petroleum Engineers .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Schlumberger Limited | Multiple leadership roles incl. President of North America (2011–2015); President North America Offshore & Alaska (2010–2010); VP/GM roles and Wireline Ops; began career in 1984 | 1984–2015 | Led engineering, operations, and commercial teams across North America; deep upstream operations expertise |
| Key Energy Services, Inc. | President & COO (Jun 2015–May 2018); President & CEO (Mar 2016–May 2018); Director (Nov 2015–Aug 2018) | 2015–2018 | Turnaround leadership; public board service at oilfield services provider |
| NexTier Energy Solutions Inc. (f.k.a. Keane Group, Inc.) | President & CEO; Director | Aug 2018–Sep 2023 | Led through merger into Patterson-UTI in Sep 2023; public board experience |
External Roles
| Organization | Role | Tenure | Notes/Impact |
|---|---|---|---|
| Patterson-UTI Energy, Inc. (NYSE: PTEN) | Vice Chairman, Board of Directors | Since Sep 2023 | Active public company board leadership at a direct oilfield services peer |
| Industry/Community (selected) | Director/Advisor roles (e.g., National Ocean Industries Association; Energy Workforce & Technology Council; Greater Houston Partnership; university boards/advisory) | Various (prior service) | Sector advocacy; talent and curriculum advisory; industry networks |
Board Governance
- Roles and independence: Non-executive Chairman since May 2024; independent under NYSE standards; currently serves on the Compensation Committee (member) .
- Committee structure: XPRO has Audit, Compensation, and Nominating & Governance Committees (all-independent); Drummond serves on Compensation (Chair: Eileen Whelley) .
- Board activity and attendance: In 2024, the Board met 6 times; Compensation met 6; Audit met 4; Nominating & Governance met 4. Each director attended at least 75% of Board and applicable committee meetings; 7 of 8 directors attended the 2024 annual meeting .
- Executive sessions and leadership: Independent directors hold regular executive sessions chaired by the Board Chair; Drummond, as independent Chair, prepares agendas and presides .
- Governance safeguards: Insider trading policy prohibits hedging and pledging; stock ownership guidelines for directors require 5x annual cash retainer within five years; compensation clawback and additional recoupment policies in place .
Fixed Compensation (Director)
2024 structure and actuals (non-employee director):
| Item | Amount |
|---|---|
| Standard annual cash retainer (non-executive directors) | $75,000 |
| Standard annual RSU grant value (non-executive directors) | $150,000 (granted under LTIP) |
| Additional annual cash for non-executive Chairman | $100,000 |
| Committee fees (Comp Committee member) | $7,500 (member); $15,000 (chair) |
| 2024 Cash fees actually paid to Drummond | $143,156 |
| 2024 Stock awards value to Drummond | $170,069 |
| 2024 Total director compensation to Drummond | $313,225 |
Notes: The Company targets approximate total of $225,000 per non-executive director ($75k cash + $150k RSUs), with incremental fees for committee service and a $100k supplement for the non-exec Chair; Drummond’s 2024 cash reflects mid-year transition to Chair .
Performance Compensation (Director)
XPRO compensates non-employee directors with time-based RSUs (no performance metrics). Equity is granted under the Long-Term Incentive Plan; director stock ownership guideline is 5x the annual cash retainer within five years.
| Equity element | Instrument | 2024 Grant Value | Vesting/Notes |
|---|---|---|---|
| Annual director equity | Time-based RSUs | $170,069 | Granted under LTIP; standard director RSUs (no performance metrics disclosed) |
Policies influencing pay-for-performance alignment (board oversight signals):
- Clawback and recoupment policies adopted; NYSE Rule 10D-1 compliant .
- Prohibition on hedging/pledging company securities improves alignment and reduces risk .
Other Directorships & Interlocks
| Company | Role | Committee roles (if disclosed) | Interlock/Conflict notes |
|---|---|---|---|
| Patterson-UTI Energy, Inc. (PTEN) | Vice Chairman | Not disclosed | PTEN is included in XPRO’s compensation peer group (used for benchmarking); potential perception of benchmarking bias mitigated by independent consultant (Meridian) and fully independent Compensation Committee . |
| Compensation Committee interlocks | N/A | N/A | Company discloses no compensation committee interlocks or insider participation conflicts in 2024 . |
Expertise & Qualifications
- Public company CEO experience and senior operations leadership; oil and gas domain expertise and international experience .
- Technology/R&D, HSE/risk oversight, strategic planning, M&A/deal-making, HR/compensation exposure; public company board experience .
- Engineering degree (B.S. Mineral/Petroleum Engineering) and Society of Petroleum Engineers membership .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Unvested RSUs | Notes |
|---|---|---|---|---|
| Robert W. Drummond | 61,433 | <1% | 7,748 (excluded from beneficial total as not vesting before May 30, 2025) | Directors must reach 5x cash retainer ownership within five years; pledging prohibited by policy . |
Governance Assessment
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Strengths
- Independent, non-executive Chair structure with regular executive sessions; supports robust oversight and independent challenge .
- Fully independent committee structure; strong attendance culture (≥75% for all directors in 2024) .
- Conservative director pay design (cash + time-based RSUs); stock ownership guideline (5x) and hedging/pledging prohibitions enhance alignment .
- Company-wide compensation governance is disciplined; 2024 Say-on-Pay approval of 96% indicates broad shareholder support for pay practices .
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Potential risks/monitoring points
- External role as Vice Chairman at Patterson-UTI (a peer) while serving on XPRO’s Compensation Committee could create perceived benchmarking bias; mitigants include an independent Compensation Committee and use of independent consultant Meridian for market data .
- No specific related-party transactions disclosed; continue to monitor given Oak Hill’s nomination rights (separate director) and peer relationships; the Audit Committee oversees a formal Related Party Transactions Policy .
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Net view
- Board leadership and independence profile are strong; attendance and committee rigor are adequate. Drummond’s deep sector operating background is additive for strategy and risk oversight; keep watch on peer-group benchmarking dynamics given his PTEN role, but current controls appear appropriate .
Additional governance context: Audit, cyber/IT, ERM and ESG oversight frameworks are formalized via Audit and Nominating & Governance Committees; insider trading and clawback policies are robust .