NOV (NOV) executive compensation, 2026 proxy

Clay C. Williams, Former Chairman & Chief Executive Officer, was paid $12.7M in 2025, up 6% from $12M the year before. The CEO-to-median-employee pay ratio was 177:1, on median employee pay of $71,814.

Filed
April 9, 2026
Annual meeting
May 20, 2026
Pay year
2025
Named executives
6
CEO total pay
$12.7M+6% vs prior year
CEO to median employee
177:1median $71,814
CEO pay in equity
82%$10.5M in awards
Prior say-on-pay support
97%of votes cast
2025 Revenue
$8.74BA decrease of 1% from 2024
2025 Adjusted EBITDA
$1.03BA decrease of 7% from 2024
Cash from Operations
$1.25BGenerated during 2025

How Williams was paid

$12.7M in total for 2025, as reported in the Summary Compensation Table. Equity awards are valued at grant, not at what they turned out to be worth.

Salary8%Stock awards75%Option awards7%Non-equity incentive9%Pension and deferred comp1%All other compensation0%

Named executive officers

ExecutiveTotal
Clay C. WilliamsFormer Chairman & Chief Executive Officer$12,713,187
Jose A. BayardoChairman, President & Chief Executive Officer$6,166,538
Rodney C. ReedSenior Vice President & Chief Financial Officer$2,782,984
Joseph W. RovigPresident – Energy Equipment$3,535,900
Craig L. WeinstockSenior Vice President, Secretary, and General Counsel$2,987,381
Scott B. LivingstonPresident – Energy Products and Services$2,616,021

What changed and why

  • $12.7MFormer CEO Clay C. Williams received total compensation of $12,713,187 in 2025, compared to $11,974,375 in 2024.
  • Jose A. Bayardo was appointed Chairman and CEO effective January 1, 2026, succeeding Clay C. Williams.
  • 97%Stockholders approved the 2024 say-on-pay proposal with more than 97% of votes cast in favor.
  • Performance share awards are tied to Total Shareholder Return and internal Net Value Added metrics.
  • 7%Adjusted EBITDA decreased 7% from 2024, resulting in annual incentive plan payouts below target.

About this page

Figures are automated and can be wrong; check the filing for the exact numbers. Totals follow SEC rules, which value stock and option awards at grant. Read the DEF 14A proxy statement for footnotes and the compensation committee's full reasoning.