NATIONAL ENERGY SERVICES REUNITED (NESR)
Sector: Energy
2026 Annual Meeting Analysis
NATIONAL ENERGY SERVICES REUNITED · Meeting: May 7, 2026
Directors FOR
5
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Director Elections
Election of Directors
NESR's 3-year stock return of +148.3% outperforms the company-disclosed peer group median by +98.6 percentage points, far exceeding the 50pp threshold required to trigger a vote against even under the strong-positive TSR band; no overboarding, attendance, or independence concerns apply to the CEO-director.
NESR's strong TSR outperformance versus peers clears all policy thresholds, and Mr. Campo Mejia brings deep oilfield services executive experience with no overboarding, attendance, or independence concerns flagged.
NESR's strong TSR outperformance versus peers clears all policy thresholds, and Mr. Al Nowais brings extensive MENA oil and gas industry experience with no overboarding, attendance, or independence concerns flagged.
NESR's strong TSR outperformance versus peers clears all policy thresholds; Mr. Chase serves on three other public company boards (Cullen/Frost Bankers, LyondellBasell, Nabors Industries), which is within the four-board overboarding limit, and brings relevant banking, finance, and governance experience.
Ms. Pollina was appointed to the board effective May 16, 2025, which is less than 24 months before the meeting date and therefore exempt from the TSR performance trigger; she brings extensive financial services, audit, and governance expertise.
All five director nominees receive a FOR vote. NESR's 3-year stock return of +148.3% outperforms the company-disclosed peer group median by +98.6 percentage points, well above the 50pp threshold needed to trigger any vote against under the strong-positive TSR band. No overboarding, attendance, independence, or familial relationship concerns are identified for any nominee. Ms. Pollina, appointed in May 2025, is also exempt from the TSR trigger as a director with less than 24 months of tenure.
Say on Pay
✓ FORCEO
Sherif Foda
Total Comp
$2,268,000
Prior Support
N/A
CEO Sherif Foda's total compensation of $2,268,000 — comprising $840,000 base salary and $1,428,000 in cash incentive with no equity awards (which he has voluntarily waived since the company's founding) — is modest and well within benchmark expectations for a CEO at a $2.3B energy services company. Pay mix is acceptable in context: the CEO voluntarily waives equity awards to preserve shares for broader employees, and approximately 63% of his total pay is variable cash incentive tied to measurable EBITDA and DSO targets. The company's 3-year stock return of +148.3% substantially outperforms the peer group median of +49.7%, confirming strong pay-for-performance alignment; the company also maintains a Dodd-Frank-compliant clawback policy.
Auditor Ratification
✓ FORAuditor
Grant Thornton Audit and Accounting Limited (Dubai Branch)
Tenure
N/A
Audit Fees
$2,900,000
Non-Audit Fees
$565,000
Audit-related fees of $565,000 represent approximately 19.5% of audit fees of $2,900,000, well below the 50% threshold that would raise independence concerns; auditor tenure is not disclosed in the proxy so the tenure trigger cannot fire per policy; no material restatements are noted; Grant Thornton is a large national firm appropriate for NESR's $2.3B market cap and international operations.
Actual Vote Results
Meeting held May 7, 2026
Director Elections
| Nominee | % FOR | Votes For | Withheld / Against | Result |
|---|---|---|---|---|
| Yousef Al Nowais | 99.8% | 66.3M | 115,263 | ✓ Elected |
| Sherif Foda | 99.5% | 66.1M | 349,001 | ✓ Elected |
| Antonio J. Campo Mejia | 98.5% | 65.4M | 1.0M | ✓ Elected |
| Lisa A. Pollina | 98.5% | 65.4M | 1.0M | ✓ Elected |
| Anthony (Tony) R. Chase | 94.5% | 62.8M | 3.7M | ✓ Elected |
Say on Pay
For 65.2M · Against 1.2M · Abstain 25,168
Auditor Ratification
For 80.2M · Against 754 · Abstain 2,366
Other Proposals
Proposal 3
Advisory Resolution on the Frequency of Future Advisory Votes on Executive Compensation
Overall Assessment
NESR's 2026 annual meeting ballot presents four proposals: election of five directors, an advisory say-on-pay vote, a say-on-frequency vote, and ratification of Grant Thornton as auditor. All standard proposals receive a FOR vote — the director slate is clean with no TSR, overboarding, or governance concerns given NESR's exceptional stock outperformance, CEO pay is modest and well-structured with strong pay-for-performance alignment, and the auditor fee ratio is well within policy limits.
Compensation Peer Group
11 companies disclosed in 2026 proxy filing