Baker Hughes Co Files DEF 14A with Executive Compensation Details

Ticker: BKR · Form: DEF 14A · Filed: Apr 2, 2024 · CIK: 1701605

Baker Hughes CO DEF 14A Filing Summary
FieldDetail
CompanyBaker Hughes CO (BKR)
Form TypeDEF 14A
Filed DateApr 2, 2024
Risk Levelmedium
Pages15
Reading Time18 min
Key Dollar Amounts$30.5 billion, $3.1 billion, $2.0 billion, $5.6 billion, $30 b
Sentimentneutral

Sentiment: neutral

Topics: Baker Hughes, BKR, DEF 14A, Executive Compensation, Corporate Governance

TL;DR

<b>Baker Hughes Co has filed its DEF 14A, detailing executive compensation and financial data for fiscal years 2020-2023.</b>

AI Summary

Baker Hughes Co (BKR) filed a Proxy Statement (DEF 14A) with the SEC on April 2, 2024. Baker Hughes Co filed a DEF 14A on April 2, 2024, for the period ending May 13, 2024. The filing covers fiscal years 2020, 2021, 2022, and 2023. Details on equity awards, pension values, and changes in fair value of awards are included. The company was formerly known as Baker Hughes a GE Co and Bear Newco, Inc. Baker Hughes Co is incorporated in Delaware and headquartered in Houston, TX.

Why It Matters

For investors and stakeholders tracking Baker Hughes Co, this filing contains several important signals. This filing provides crucial insights into the compensation structures and financial performance of Baker Hughes Co's top executives. Investors and stakeholders can use this information to assess executive pay relative to company performance and industry standards.

Risk Assessment

Risk Level: medium — Baker Hughes Co shows moderate risk based on this filing. The filing is a DEF 14A, which primarily concerns executive compensation and corporate governance, rather than immediate financial performance indicators like revenue or net income, suggesting a focus on internal matters.

Analyst Insight

Review the executive compensation details and any disclosed performance metrics to understand how executive pay aligns with the company's strategic goals and financial results.

Key Numbers

Key Players & Entities

FAQ

When did Baker Hughes Co file this DEF 14A?

Baker Hughes Co filed this Proxy Statement (DEF 14A) with the SEC on April 2, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by Baker Hughes Co (BKR).

Where can I read the original DEF 14A filing from Baker Hughes Co?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by Baker Hughes Co.

What are the key takeaways from Baker Hughes Co's DEF 14A?

Baker Hughes Co filed this DEF 14A on April 2, 2024. Key takeaways: Baker Hughes Co filed a DEF 14A on April 2, 2024, for the period ending May 13, 2024.. The filing covers fiscal years 2020, 2021, 2022, and 2023.. Details on equity awards, pension values, and changes in fair value of awards are included..

Is Baker Hughes Co a risky investment based on this filing?

Based on this DEF 14A, Baker Hughes Co presents a moderate-risk profile. The filing is a DEF 14A, which primarily concerns executive compensation and corporate governance, rather than immediate financial performance indicators like revenue or net income, suggesting a focus on internal matters.

What should investors do after reading Baker Hughes Co's DEF 14A?

Review the executive compensation details and any disclosed performance metrics to understand how executive pay aligns with the company's strategic goals and financial results. The overall sentiment from this filing is neutral.

How does Baker Hughes Co compare to its industry peers?

Baker Hughes operates in the oil and gas machinery and equipment sector.

Are there regulatory concerns for Baker Hughes Co?

The filing is a DEF 14A, a proxy statement required by the SEC for public companies to solicit proxies from shareholders for annual meetings.

Industry Context

Baker Hughes operates in the oil and gas machinery and equipment sector.

Regulatory Implications

The filing is a DEF 14A, a proxy statement required by the SEC for public companies to solicit proxies from shareholders for annual meetings.

What Investors Should Do

  1. Examine the detailed breakdown of executive compensation packages.
  2. Analyze the changes in equity awards and pension values over the reported fiscal years.
  3. Compare executive compensation trends with the company's overall financial performance if available in related filings.

Year-Over-Year Comparison

This is a DEF 14A filing, which typically focuses on executive compensation and corporate governance, and does not directly compare financial metrics to a prior filing in the same way an 8-K or 10-Q would.

Filing Stats: 4,459 words · 18 min read · ~15 pages · Grade level 16 · Accepted 2024-04-02 16:32:05

Key Financial Figures

Filing Documents

Executive Compensation

Executive Compensation Table of Contents Table of Contents Letter to our shareholders On behalf of the leadership team and the Board of Directors, I want to thank you for your investment and commitment to Baker Hughes. I remain honored to continue to serve as the Company's Chairman, President, and Chief Executive Officer, and I continue to appreciate the trust you place in me to drive Baker Hughes forward. In 2023, Baker Hughes delivered a record-breaking year across the Company. Our order backlog reached historic levels, while at the same time we are making significant progress in transforming our organization. Our unique portfolio of assets, technologies, and long-term strategy has allowed us to maintain a strong balance sheet and invest in differentiated solutions to better deliver for energy and industrial customers and enhance shareholder value. We achieved strong results during another year of volatility thanks to a strong commitment to our strategy and generally favorable market forces. We believe that natural gas – and within it, Liquified Natural Gas (LNG) – will remain critical to meet global energy demand and further reduce the use of more carbon-intensive sources of energy, including coal. Our work throughout 2023 resulted in several significant achievements that yielded benefits for shareholders, including: Growth in orders, revenues, and margins compared to 2022. We booked $30.5 billion in orders, increased adjusted EBITDA* by 26%, and generated strong net cash flow from operations of $3.1 billion and free cash flow* of $2.0 billion. Record bookings of LNG awards – $5.6 billion – further emphasizing Baker Hughes' role as the energy technology provider of choice for this critical resource. Our Industrial & Energy Technology business segment ended the year with a record backlog of $30 billion, and the pipeline of opportunities remains robust. Continued to expand our leadership in new energy, exceeding our original full year guidance and

Executive Compensation

Executive Compensation 32 Compensation Discussion and Analysis 33 Executive Summary 33 Total Direct Compensation for NEOs 36 Other Elements of Compensation 44 Decision-Making Process and Key Inputs 45 Additional Compensation Program Features and Policies 47 Human Capital and Compensation Committee Report 48 Summary Compensation Table 49 Grants of Plan-Based Awards 51 Outstanding Equity Awards at Fiscal Year-End 52 Option Exercises and Stock Vested 53 Pension Benefits 54 Nonqualified Deferred Compensation 54 Potential Payments Upon Change in Control or Termination 55 CEO Pay Ratio Disclosure 60 Pay versus Performance 62 Human Capital and Compensation Committee Interlocks and Insider Participation 65 Proposal No. 2. Advisory Vote related to the Company' s Executive Compensation Program 66 Audit Committee Report 67 Fees Paid to KPMG LLP 68 Proposal No. 3. Ratification of the Company' s Independent Registered Public Accounting Firm 69 Proposal No. 4. Amendment and Restatement of the Certificate of Incorporation to Limit Liability of Certain Officers 70 Proposal No. 5. Amendment and Restatement of the Certificate of Incorporation to Add Federal Forum Selection Provision 71 Proposal No. 6. Amendment and Restatement of the Certificate of Incorporation to Clarify and Modernize the Certificate of Incorporation 72 General Information 73 Information About the Notice of Internet Availability of Proxy Materials 73 Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to be Held on May 13, 2024 73 Shareholder of Record; Shares Registered in Your Name 73 Beneficial Owner; Shares Registered in the Name of the Broker, Bank, or Other Agent 73 Voting 73 Confidential Voting 74 Solicitation of Proxies 74 Attendance 74 Householding 74 Annual Report 75 Incorporation by Reference 75 Shareholder Proposals 7

Forward Looking Statements

Forward Looking Statements 76 Annex A Third Amended and Restated Certificate of Incorporation A-1 Annex B Reconciliation of GAAP Measures to Non-GAAP Measures B-1 Table of Contents Proxy statement summary This Proxy statement summary highlights information contained elsewhere in this Proxy Statement, which is first being made available to shareholders on or about April 2, 2024. We plan to begin mailing a Notice of Internet Availability of Proxy Materials containing instructions on how to access the proxy materials, how to vote online, and how to obtain a paper copy of the proxy materials, on or about April 2, 2024. This summary does not contain all of the information you should consider, and you should read the entire Proxy Statement carefully before voting. 2024 Annual Meeting information When: Virtual Meeting Access: Monday, May 13, 2024 8:00 a.m. CDT* To attend, register at www.proxydocs.com/bakerhughes Virtual Meeting The Board has determined that the 2024 Annual Meeting will be a completely virtual meeting. The Annual Meeting will be conducted only via live webcast. You will have the same rights and opportunities to participate as you would have at a physical meeting. You may attend the meeting, vote your shares, and submit questions electronically during the live webcast by visiting www.proxydocs.com/bakerhughes. To participate in the Annual Meeting, you will need to register prior to the start of the meeting. Upon completing your registration, you will receive further instructions via email one hour prior to the start of the Annual Meeting, including your unique link that will allow you access to the Annual Meeting. You will have the ability to submit questions during the registration process and fifteen minutes prior to and during the Annual Meeting. We look forward to answering your questions during the meeting. All questions must comply with the rules of conduct, which will be posted on the virtual meeting website. Technic

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