Baker Hughes Incorporated Compensation Table for Named Executive Officers and Directors

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Summary

This document outlines the compensation structure for named executive officers and non-employee directors of Baker Hughes Incorporated as of March 2006. It specifies base salaries for key executives, annual cash retainers, committee chair and member fees, and annual equity awards for directors. Some executives receive lump sum payments in lieu of salary increases, and all may be eligible for additional equity and incentive compensation plans, subject to board discretion and shareholder approval. Non-employee directors are also reimbursed for reasonable travel and related expenses.

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EX-10.44 7 h33213exv10w44.htm COMPENSATION TABLE FOR NAMED EXECUTIVE OFFICERS AND DIRECTORS exv10w44  

Exhibit 10.44
BAKER HUGHES INCORPORATED
Compensation Table for Named Executive Officers and Directors
     Named Executive Officers:
                 
            Base Salary
    Current   Effective
    Base Salary   March 2006(4)
Chad C. Deaton 1
   $ 925,000     $ 1,025,000  
James R. Clark 2
     645,000       645,000  
G. Stephen Finley 3
     535,000       535,000  
Alan R. Crain, Jr. 2
     425,000       425,000  
Douglas J. Wall 2
     375,000       393,750  
     Non-Employee Directors 5:
         
Annual Cash Retainer
   $ 60,000  
Audit/Ethics Committee Chairman Annual Retainer:
   $ 20,000  
Other Committee Chairman Annual Retainer:
   $ 15,000  
Audit/Ethics Committee Members Retainer:
   $ 10,000  
Other Committee Members Retainer (Excluding Executive Committee):
   $ 5,000  
 
        
Annual Non-Retainer Equity (restricted stock awarded in January, stock options awarded 50% in January and 50% in July of each year):
   $ 150,000  
 
1   Mr. Deaton has an Employment Agreement with Baker Hughes Incorporated, filed as Exhibit 10.3 to Current Report on Form 8-K filed October 7, 2004.
 
2   A lump sum payment in the amount of $51,600 and $25,500 will be paid to Mr. Clark and Mr. Crain, respectively, in lieu of a salary increase.
 
3   Mr. Finley has announced that he will retire from the Company on March 31, 2006.
 
4   In addition to their base salaries, these named executive officers, at the discretion of the Board of Directors can receive equity compensation pursuant to the 2002 Director & Officer Long-Term Compensation Plan, filed as Exhibit 10.2 on Form 10-Q for the quarter ended September 30, 2003. Subject to stockholder approval, these named executive officers also are entitled to participate in the Company’s Annual Incentive Compensation Plan, as amended and restated, as filed with the 2006 Proxy Statement.
 
5   Non-employee directors are reimbursed for reasonable travel and related expenses.