Sector: Energy
SLB NV · Meeting: April 8, 2026
Directors FOR
9
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Election of nine director nominees to our Board of Directors
Coleman has relevant energy industry experience as former CEO of Woodside Petroleum, holds only one other public board seat (well within the four-board limit), attended all meetings above the 75% threshold, and SLB's 3-year TSR gap of -45.8pp versus peer median does not trigger the AGAINST threshold of 65pp for a company with strong positive absolute 3-year returns.
De La Chevardière brings strong financial expertise as former CFO of TotalEnergies, serves as Audit Committee Chair and qualifies as an audit committee financial expert, holds only one other public board seat, and the TSR trigger does not apply given the peer underperformance gap of -45.8pp is below the 65pp threshold.
Galuccio is correctly classified as non-independent due to the $380 million commercial relationship between SLB and Vista Energy where he serves as Chairman and CEO, but he does not serve on the Audit or Compensation committees (he chairs only the Finance Committee), so the independence-on-sensitive-committee trigger does not fire; he holds only one other public board seat and the TSR underperformance trigger does not apply.
Hackett serves as independent Board Chair with extensive energy industry and governance experience, holds two other public board seats (Enterprise Products Holdings and Fluor Corporation) which is within the four-board limit, joined in 2023 giving him three years of tenure which means the TSR trigger applies proportionally but the -45.8pp gap does not breach the 65pp threshold, and charitable contributions to universities where he teaches were disclosed and he had no involvement in those donations.
Le Peuch is the CEO and executive director with deep operational expertise and no outside public board seats; as an executive director he is subject to the same TSR trigger as other directors, but the 3-year peer underperformance gap of -45.8pp does not exceed the 65pp threshold required for a strong positive absolute TSR company, so no trigger fires.
Leupold brings relevant energy transition and renewable energy expertise as current CEO of Corio Generation, holds no other public board seats, attendance exceeds the 75% threshold, and the TSR underperformance trigger does not apply.
Moræus Hanssen brings strong energy industry and operations expertise as a former CEO of multiple European energy companies, holds two other public board seats (Kosmos Energy and Scatec) within the four-board limit, and the TSR underperformance trigger does not apply given the -45.8pp gap is below the 65pp threshold.
Narayanan brings valuable technology and digital expertise from her career at IBM, holds two other public board seats (HCL Technologies and ReNew Energy Global) within the four-board limit, and the TSR underperformance trigger does not apply.
Sheets brings strong financial expertise as former CFO of ConocoPhillips and qualifies as an audit committee financial expert, holds two other public board seats (Chord Energy and Westlake Corporation) within the four-board limit, and the TSR underperformance trigger does not apply.
All nine director nominees receive a FOR vote. SLB's 3-year price return of +21.7% is in the strong positive tier, and the peer median underperformance gap of -45.8pp does not reach the 65pp threshold required to trigger AGAINST votes. No director exceeds four public board seats, no independent director sits on a sensitive committee without independence, attendance was 97% on average with no director below 75%, there are no familial relationships with senior management, and all nominees bring relevant skills for a large global energy services company. The 5-year TSR gap of +10.1pp versus peer median further confirms the 3-year underperformance is a recent cyclical phenomenon rather than sustained value destruction.
CEO
Olivier Le Peuch
Total Comp
N/A
Prior Support
94.5%%
SLB's executive pay program is heavily performance-oriented — approximately 90% of the CEO's target compensation is variable (at risk), well above the 50-60% minimum threshold, and the program uses rigorous multi-year metrics including free cash flow margin, relative return on capital employed, and relative total shareholder return over three-year periods. The prior year say-on-pay vote received 94.5% support, far above the 70% threshold that would require a negative response, and this marks the fifth consecutive year of support above 90%. While SLB's TSR underperformed peers over three years (a -45.8pp gap), the incentive pay structure actually penalized executives for this: the TSR component of the 2023 performance stock awards paid zero because SLB ranked below the minimum percentile, demonstrating that the pay-for-performance link is functioning as intended, and the overall LTI payout of 113% of target was driven by strong free cash flow and capital efficiency results that did benefit shareholders.
Auditor
PricewaterhouseCoopers LLP
Tenure
N/A
Audit Fees
N/A
Non-Audit Fees
N/A
PwC is a Big 4 firm appropriate for SLB's $83 billion market cap and global complexity. The proxy filing excerpt provided does not include the auditor fee table, so the non-audit fee ratio cannot be calculated and the non-audit fee trigger cannot fire; per policy, when fee data cannot be confirmed the default is FOR. Auditor tenure is not disclosed in the available filing text, so the tenure trigger also cannot fire; per policy, absence of tenure disclosure means we vote FOR while noting it as a minor negative factor. No material restatements are disclosed.
Meeting held April 8, 2026
Director Elections
| Nominee | % FOR | Votes For | Withheld / Against | Result |
|---|---|---|---|---|
| Olivier Le Peuch | 99.8% | 1.2B | 2.9M | ✓ Elected |
| Samuel Leupold | 98.8% | 1.2B | 13.8M | ✓ Elected |
| Patrick de La Chevardière | 98.3% | 1.1B | 19.6M | ✓ Elected |
| Jim Hackett | 98.2% | 1.1B | 21.0M | ✓ Elected |
| Jeff Sheets | 97.9% | 1.1B | 24.3M | ✓ Elected |
| Maria Moræus Hanssen | 97.6% | 1.1B | 28.4M | ✓ Elected |
| Peter Coleman | 96.4% | 1.1B | 41.4M | ✓ Elected |
| Miguel Galuccio | 92.7% | 1.1B | 85.2M | ✓ Elected |
| Vanitha Narayanan | 90.8% | 1.1B | 107.3M | ✓ Elected |
Say on Pay
For 1.1B · Against 55.3M · Abstain 10.7M
Auditor Ratification
For 1.2B · Against 92.9M · Abstain 820,313
Other Proposals
Proposal 3
Approval of Financial Statements and Dividends
Proposal 5
Approval of Amendment and Restatement of 2017 SLB Omnibus Stock Incentive Plan
The 2026 SLB annual meeting ballot presents five proposals; this analysis covers the three standard governance items and notes the two remaining items. All nine director nominees receive FOR votes as no TSR trigger fires (the 3-year peer underperformance gap of -45.8pp is well below the 65pp threshold applicable to a company with strong positive absolute returns), no overboarding or independence issues are present, and attendance is excellent. The say-on-pay vote also receives a FOR determination given a heavily performance-oriented pay structure, zero TSR payout under underperforming awards demonstrating true pay-for-performance linkage, and 94.5% prior-year shareholder support.
34 companies disclosed in 2026 proxy filing
