Baker Hughes (BKR) Proxy Filing summary

Executive summary

• Achieved record financial results in 2024: $28.2B in orders, $27.8B in revenue, 47% increase in adjusted EPS, and $2.26B in free cash flow, with a 22% rise in adjusted EBITDA and EBITDA margins up to 16.5%.

• Advanced strategic transformation, focusing on energy technology, new energy solutions, and sustainability, with new energy orders surpassing $1B and a 28.3% reduction in Scope 1 & 2 GHG emissions since 2019.

• Board and management changes included appointing a new CFO and two new directors, and updating insider trading policy and director training.

Voting matters and shareholder proposals

• Shareholders will vote on: election of ten directors, an advisory say-on-pay vote on executive compensation, and ratification of KPMG LLP as independent auditor for 2025.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board comprises ten directors, 90% independent, with 40% female and 10% ethnically diverse members.

• Board skills include 100% with finance, risk oversight, and cybersecurity experience; 82% with sustainability expertise.

• Lead Independent Director role rotates to John G. Rice in May 2025; robust director onboarding and annual evaluation processes in place.

• Board committees: Audit, Finance, Governance & Corporate Responsibility, and Human Capital and Compensation, all fully independent.

• Shareholder engagement and communication channels are emphasized, with significant outreach post-2024 annual meeting.