CLB 2019 Proxy Statement

44 entitled to receive a lump sum payment upon a change in control of the Company equal to the actuarially equivalent value of the retirement benefits that would have been paid upon the participant's retirements. Equity Award Program Awards under our PSAP and RSAP will vest in full in the event an NEO's service is terminated by reason of his death or disability or upon the occurrence of a Change in Control. As of December 31, 2018, following the vesting of the 2016 PSAP award, Mr. Demshur had two PSAP awards worth $7.3 million, Mr. Bruno had one RSAP and two PSAP awards worth $1.4 million, Mr. Hill had two RSAP and two PSAP awards worth $0.3 million, Mr. Bergmark had two PSAP awards worth $2.9 million and Mr. Davis had twoPSAPawardsworth$2.9million. Please see table in "InformationAbout OurNamedExecutiveOfficers -Outstanding Equity Awards at Fiscal Year End" on page 38. The tables below reflect the amount of compensation that would be payable to each of the NEOs in various scenarios involving termination of the NEO's employment, including following a change in control. The amount of compensation payable to each NEO upon voluntary termination, involuntary not-for-cause termination (non-change in control), voluntary termination for good cause or involuntary termination following a change in control, involuntary for cause termination, and termination in the event of death or disability of each NEO is shown below. The amounts shown assume that the termination was effective on December 31, 2018 and thus includes amounts earned through that time and are estimates of the amounts which would be paid out to the EOs upon their termination. The amounts payable upon termination following a change in control assume that the change in control occurred on December 31, 2018 and the termination was effective the same day. The actual amounts to be paid out can only be determined at the time of the NEO's separation from us. Each NEOwould also have available the value of unvested shares reflected in the Outstanding Equity Awards at Fiscal Year End table, if any. The value of accelerated equity award amounts reflected below have been calculated using the closing price of our common stock on December 31, 2018 (the last trading day of 2018) of $59.66. David M. Demshur Voluntary Termination on 12/31/2018 ($) (1) Early Retirement on 12/31/2018($) (1) Involuntary Not For Cause Termination on 12/31/2018($) (1) For Cause Termination on 12/31/2018($) Termination related to Change-in- Control on 12/31/2018 ($) Disability on 12/31/2018 ($) (1) Death on 12/31/2018 ($) (1) Compensation: Severance 2,017,726 2,017,726 2,017,726 — 8,303,954 — — Short-term Incentive 1,997,549 1,997,549 1,997,549 — — — — Long-term Incentives: Accelerated Equity Award Programs — — — — 7,287,887 7,287,887 7,287,887 Benefits & Perquisites: Health and Welfare Benefits 566,700 566,700 566,700 — 566,700 566,700 566,700 Outplacement Services 1,008,863 — 1,008,863 — 1,008,863 — — Excise Tax & Gross-Up — — — — 5,619,635 — — Total 5,590,838 4,581,975 5,590,838 — 22,787,039 7,854,587 7,854,587 (1) Mr. Demshur could vest in PSAP awards following termination if the performance criteria for vesting is met at the end of a Performance Period. See table of Outstanding Equity Awards at Fiscal Year End on page 38.