Board Justification

We believe that strong corporate governance requires that our compensation program pays for performance and closely aligns our executives’ interests with those of our shareholders. We focus on compensation tied to key drivers of stock price performance to provide a clear link to enhanced shareholder value and further emphasize an appropriate balance of financial results, operational excellence, safety and sustainability. We place a majority of executive pay at risk and subject a substantial portion of our NEOs potential compensation to specific annual and long-term performance metrics intended to drive Company success.

Board Justification

Cash performance bonuses paid early the following year under the STIP for performance in each year indicated.

Board Justification

The amount in the All Other Compensation column includes Company contributions to the Noble Services Company LLC 401(k) and Profit Sharing Plan and payments in respect of Dividend Equivalent Rights that were paid in connection with the vesting of TVRSUs and PVRSUs in 2024. For Mr. Eifler, also includes the value of UK taxes paid on his behalf for time spent in the UK for business purposes ($673,732) as well as a gross up for Medicare taxes ($15,832).

Board Justification

Value is calculated based on the average of the high and low price of our common stock on the applicable vesting date.