CLB 2019 Proxy Statement

41 Nonqualified Deferred Compensation Plan The following table provides information relating to our NEOs' benefits in our nonqualified deferred compensation plans, including, with respect to each NEO, the aggregate contributions made by such NEO during the year ended December 31, 2018, the aggregate contributions made by the company during the year ended December 31, 2018, on behalf of the NEO, the aggregate interest or other earnings accrued during the year ended December 31, 2018, the aggregate value of withdrawals and distributions to the NEO during the year ended December 31, 2018 and the balance of each account as of December 31, 2018. NonQualified Deferred Compensation for the Year Ended December 31, 2018 Executive Contributions in 2018 (1) Registrant Contributions in 2018 (2) Aggregate Earnings (Losses) in 2018 (3) Aggregate Withdrawals/ (Distributions) Aggregate Balance at December 31, 2018 (4) Name of Executive ($) ($) ($) ($) ($) David M. Demshur 118,998 29,061 (695,220) — 9,227,623 Lawrence Bruno 38,250 9,090 (16,091) — 643,342 Christopher S. Hill 26,476 1,059 (54,339) (62,370) 407,058 Richard L. Bergmark 16,910 8,646 (77,263) — 1,171,997 Monty L. Davis 80,350 13,093 (28,245) — 3,488,355 (1) Executive contributions have always been included in the Summary Compensation table in the Salary column (2) Registration contributions are included in the Summary Compensation table in the All Other Compensation column for 2018 (3) Aggregate earnings are not at above-market interest rates for 2018 (4) Prior to 2014, Registrant Contributions were not included but all Executive Contributions were included in Summary Compensation Since 2006, the Company has made certainmatching contributions on participant salary reduction deferrals to our nonqualified deferred compensation plan. The plan also provides for employer contributions equal in amount to certain forfeitures of, and/or reductions in, employer contributions that participants could have received under our 401(k) plan in the absence of certain limitations imposed by the IRS Code. Distributions of a participant's plan benefits can only be made under certain prescribed circumstances, such as termination of employment or upon a specified date as elected by the participant. In the event of a termination of employment (other than by death or disability) of a "key employee," distributions must be delayed for six months. A participant's plan benefits include the participant's deferrals, the vested portion of the employer's contributions, and deemed investment gains and losses on such amounts. In the case of a participant who dies while employed with the Company, an additional $50,000 life insurance benefit will also be paid under the nonqualified deferred compensation plan to the participant's beneficiary. The plan was amended in 2008 to comply with the American Jobs Creation Act of 2004 to reflect certain statutorily mandated requirements applicable to the plan. For additional information, see "Components of Executive Compensation - Deferred Compensation Plan." Potential Payments Upon Termination or Change in Control We have entered into certain agreements and maintain certain plans that require us to provide compensation and/or benefits to our NEOs in the event of a termination of employment or a change in control of the Company. The terms of the 2018 employment agreements described below are unique to Messrs. Demshur, Bergmark and Davis and were first put into place in 1998 and are not indicative of terms that we have provided to other executive officers since that time. The compensation and benefits described below assume that any termination of employment was effective as of December 31, 2018, and thus includes amounts earned through that date. Messrs. Bergmark and Davis retired on December 31, 2018, and will receive payments from the company in 2019 as described in the table as "Early Retirement". For purposes of the table below, they were still considered to be employees on December 31, 2018 and all hypothetical termination and change in control scenarios have been described and quantified for each executive. The table below provides estimates of the compensation and benefits that would be provided to the NEOs upon their termination of employment; however, in the event of an NEO's separation from the Company, any actual amounts will be determined based on the facts and circumstances in existence at that time. Actual amounts received by Messrs. Bergmark and Davis in connection with their retirement are described following the table below. Although Messrs. Bruno and Hill entered into their respective employment agreement on March 1, 2019, those agreements were not in effect as of December 31, 2018. Therefore, the payments and benefits that each of Messrs. Bruno and Hill could have

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