UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
In February 2022, the Compensation Committee (the “Committee”) of NOV Inc.’s (the “Company”) Board of Directors will consider approval of the 2022 Incentive Compensation Plan (the “2022 ICP”) which will govern the terms of annual cash incentive awards granted to eligible employees of the Company. Each year, the Committee establishes the target annual incentive opportunity for each named executive officer as a specified percentage of his or her base salary. The purposes of the 2022 ICP are to maintain a competitive level of total cash compensation and to align the interests of the Company’s executives and other employees with those of the Company’s shareholders and with the strategic objectives of the Company.
In connection with the restructuring of the 2022 ICP, the Company’s named executive officers have recommended the following changes to their target annual incentive opportunity for 2022, which the Committee agreed to adopt for the 2022 ICP on June 16, 2021:
| Annual Target Bonus Opportunity (As Percent of Salary) | ||||||||
| Name |
2021 | 2022 | ||||||
| Clay C. Williams |
140 | % | 125 | % | ||||
| Jose A. Bayardo |
95 | % | 85 | % | ||||
| Joseph W. Rovig |
95 | % | 85 | % | ||||
| Craig L. Weinstock |
95 | % | 85 | % | ||||
| Scott K. Duff |
90 | % | 80 | % | ||||
No other changes have been made to the compensation arrangements of the Company’s named executive officers.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
| NOV INC. | ||
| By: | /s/ Brigitte M. Hunt | |
| Brigitte M. Hunt | ||
| Vice President | ||
Date: June 17, 2021