CLB 2019 Proxy Statement

27 Award Percentages Name of Executive Title Target Maximum David M. Demshur Chairman and Chief Executive Officer (and former President) 110% - 220% Lawrence Bruno President * 75% - 150% Christopher S. Hill Senior Vice President and Chief Financial Officer * N/A - N/A Richard L. Bergmark Executive Vice President (and former Chief Financial Officer) 75% - 150% Monty L. Davis Senior Vice President and Chief Operating Officer 75% - 150% * Note that for 2019, Mr. Bruno's target award opportunity will increase to 90% of base salary based on his expanded role and responsibilities and Mr. Hill's target award opportunity will be 75% of base salary. The maximum award opportunity for both Messrs. Bruno and Hill will be 180% and 150%, respectively, for 2019. The maximum award opportunity is established as a percentage of salary for each NEO based upon a review of the competitive data for that officer's position, level of responsibility and ability to impact our financial success. The Compensation Committee designs these awards so that cash incentive compensationwill approximate themarket rangewhen individual and corporate strategic objectives are achieved and will exceed the market median when performance plans are exceeded. Annual incentive awards are designed to put a significant portion of total compensation at risk. NEOs are eligible for an incentive cash award to the extent that the Company achieves certain relative and absolute performance goals. The Compensation Committee has set performance goals that are consistent with the Company's business strategy and focus on creating long-term shareholder value. Performance is assessed based on the achievement of specific financial measures, safety metrics, operating objectives, and environmental, social and governance goals. The Compensation Committee may also consider individual contributions to performance results. Relative Performance Relative performance accounts for 75% of the potential annual cash incentive award and is based on the achievement of three different financial performance metrics as compared to the Comp Group: Metric Description Weighting Revenue Compare the change in the Company's annual revenue to the Comp Group's change in annual revenue over the same period 25% Operating Margin Compare the change in the Company's margins to the Comp Group's change in margins over the same period 25% EPS Compare the change in the Company's annual EPS to the Comp Group's change in annual EPS over the same period 25% Relative performance is assessed after the end of the year. Bloomberg data is analyzed on a trailing four-quarter period for the Comp Group as published by Bloomberg for the period ending with the third quarter of the current year. This data is used to determine the Company’s performance as a percentile of the Comp Group for each metric, which is then ranked. A ranking at the top of the list will be assigned a ranking of being in the 100 th percentile. For each metric, the NEOs can achieve a maximum score of 25 and a minimum score of 12.5 for a ranking between the 100 th and the 50 th percentiles, respectively. For example, if the Company’s ranking for change in revenue compared to the Comp Group’s change in revenue is at the 75 th percentile level, then the revenue metric would receive a score of 18.75. Scores will be interpolated on a straight-line basis from the 50 th percentile to the 100 th percentile. A score of zero will be applied to any ranking below the 50 th percentile. Absolute Performance Absolute performance accounts for 25%of the annual incentive award. TheCompensationCommittee evaluates theCompany’s progress in improving on a collective basis, year-over-year, in the areas of safety and ESG. The Compensation Committee will base its determination primarily on relevant objective third-party reports and may award up to 25% of the maximum bonus possible depending on the Company’s overall improvement in these areas. If the Compensation Committee determines that overall the