Halliburton (HAL) Proxy Filing summary

Executive summary

• Achieved $22.2 billion in revenue for 2025, with a 3% decrease from 2024; international revenue down 2%, North America down 6%.

• Returned $1.6 billion to shareholders via dividends and share repurchases, representing 85% of free cash flow.

• Maintained capital expenditures at 6% of revenue and reduced gross debt by $382 million.

• Advanced sustainability by transitioning 50% of North American fracturing fleet to electric pumps and expanding Halliburton Labs.

• Board and management engaged with shareholders representing 61% of shares, including major proxy advisors.

Voting matters and shareholder proposals

• Election of 12 directors for a one-year term.

• Ratification of KPMG LLP as principal independent public accountants for 2026.

• Advisory approval of executive compensation (say-on-pay).

• Approval of Halliburton Energy Services, Inc. charter amendment to remove pass-through voting provision.

• Approval to amend and restate the Stock and Incentive Plan (adding 19.9 million shares, updating terms).

• Approval to amend and restate the Employee Stock Purchase Plan (adding 30 million shares).

Board of directors and corporate governance

• Board comprises 12 directors, 83% independent, with an average tenure of 7.3 years.

• Mandatory retirement age is 75; recent refreshment includes six new directors since 2022.

• Lead Independent Director role established; all committees are fully independent.

• Annual board and committee evaluations, with a focus on skills, diversity, and succession planning.

• Shareholders have proxy access and the right to call special meetings.