Halliburton (HAL) 10-K risk factor changes: FY2021 vs FY2020
The 2021-12-31 10-K against the 2020-12-31 one, compared heading by heading and sentence by sentence.
All filing items835 rewritten391 added382 removed1,514 unchanged
Summary
counted, not written
- Item 1A headings could not be compared: the parser did not find an Item 1A in both filings.
- Sentence by sentence, 391 added, 382 removed, 835 rewritten and 1,514 unchanged across 16 items that differ.
Sentences by item
17 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2021; struck-through words were in FY2020. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
101 rewritten, 98 added, 132 removed, 191 unchanged
Despite these difficulties, [added: in 2021] we demonstrated resilience and a strong commitment to our execution [removed: culture.][added: culture and delivered increased revenues, operating income, and cash flows from operations.]
[removed: ][added: ]
During [removed: 2020,] [added: 2021,] we generated total company revenue of [removed: $14.4] [added: $15.3] billion, a [removed: 36% decrease] [added: 6% increase] from the [removed: $22.4] [added: $14.4] billion of revenue generated in [removed: 2019,] [added: 2020,] with our Completion and Production (C&P) segment [removed: declining] [added: increasing] by [removed: 44%] [added: 7%] and our Drilling and Evaluation (D&E) segment [removed: declining] [added: increasing] by [removed: 21%.][added: 4%.]
[removed: We reported a total company] [added: This compares to an] operating loss of [removed: approximately] $2.4 billion in [removed: 2020] [added: 2020,] driven by $3.8 billion of impairments and other [removed: charges.][added: charges taken in 2020.]
Our North America revenue [removed: declined 52%] [added: increased 11%] in [removed: 2020] [added: 2021] compared to [removed: 2019,] [added: 2020,] resulting from [removed: lower] [added: higher] activity and pricing in North America [removed: land,] [added: land] primarily associated with [removed: reduced] [added: increased] stimulation and well construction [removed: activity.][added: services.]
While the [removed: U.S.] [added: North America] land rig count [removed: recovered from its August 2020 low,] [added: is increasing,] it is still [removed: 60%] below pre-pandemic levels.
Even without improved pricing, we took advantage of the recovery in completions and drilling activity in [removed: the fourth quarter of 2020] [added: 2021] and delivered margin improvement, demonstrating the operating leverage from our cost reductions and service delivery improvements in North America.
Our operating performance and [removed: business outlook] [added: liquidity] are described in more detail in [added: “Liquidity and Capital Resources” and] “Business Environment and Results of Operations.”
[removed: Capital expenditures][added: - Capital expenditures were $799 million.]
[removed: Financial markets, liquidity] [added: | [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 7 \| Liquidity] and [removed: capital resources][added: Capital Resources | | |]
[added: *Financial position in current market.*] As of December 31, [removed: 2020,] [added: 2021,] we had [removed: $2.6] [added: $3.0] billion of cash and equivalents and $3.5 billion of available committed bank credit under our revolving credit [removed: facility which expires in 2024.][added: facility.]
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 20][added: 21]
| [Table of [removed: Contents](#i3e25192d1cb94ef78c1ab9682d7c9409_7)] [added: Contents](#if1eccfa35129478f8c036332bba2c034_7)] | | | | | | Item 7 \| Liquidity and Capital Resources | | |
As of December 31, [removed: 2020,] [added: 2021,] we had [removed: $2.6] [added: $3.0] billion of cash and equivalents, compared to [removed: $2.3] [added: $2.6] billion of cash and equivalents at December 31, [removed: 2019.][added: 2020.]
Significant sources and uses of cash in [removed: 2020][added: 2021]
This included a positive impact from the primary components of our working capital (receivables, inventories, and accounts payable) of a net [removed: $800] [added: $285] million, primarily associated with [removed: lower customer receivables, partially offset by approximately $350 million of severance payments.][added: increased payables.]
- We paid [removed: $278] [added: $161] million of dividends to our shareholders.
[removed: We] [added: However, we] will continue to maintain capital [removed: discipline,] [added: discipline and] monitor the rapidly changing market dynamics, and [added: we may] adjust our capital spend accordingly.
Approximately $5.1 billion remained authorized for repurchases as of December 31, [removed: 2020] [added: 2021] and may be used for open market and other share purchases.
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 21][added: 22]
[removed: Due to the uncertainty with respect] [added: We are not able] to [added: reasonably estimate] the timing of [removed: potential future] cash outflows associated with our uncertain tax positions, [added: in part because] we are [removed: not able] [added: unable] to [removed: reasonably estimate] [added: predict] the [removed: period] [added: timing] of [removed: cash settlement] [added: potential tax settlements] with [removed: the respective] [added: applicable] taxing authorities.
[removed: We] [added: As of December 31, 2021, we] had [removed: $355] [added: $352] million of gross unrecognized tax benefits, excluding penalties and interest, [removed: at December 31, 2020,] of which we estimate [removed: $211] [added: $266] million may require [added: us to make] a cash [removed: payment by us.][added: payment.]
We estimate that [removed: $193] [added: approximately $198] million of the cash payment will not be settled within the next 12 months.
*Guarantee agreements.* In the normal course of business, we have agreements with financial institutions under which approximately $1.9 billion of letters of credit, bank guarantees, or surety bonds were outstanding as of December 31, [removed: 2020.][added: 2021.]
*Credit ratings.* Our credit ratings with Standard & Poor’s (S&P) remain BBB+ for our long-term debt and A-2 for our short-term debt, with a [removed: negative] [added: stable] outlook.
Our credit ratings with Moody’s Investors Service (Moody's) remain Baa1 for our long-term debt and P-2 for our short-term debt, with a [removed: negative] [added: stable] outlook.
[removed: In weak economic environments, we] [added: We] may experience increased delays and failures to pay our invoices due to, among other reasons, a reduction in our customers’ cash flow from operations and their access to the credit markets, [added: particularly in weak economic environments,] as well as unsettled political conditions.
See Note [removed: 5] [added: 2] to the consolidated financial statements for further [removed: discussion.][added: discussion of impairments and other charges.]
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 22][added: 23]
| [Table of [removed: Contents](#i3e25192d1cb94ef78c1ab9682d7c9409_7)] [added: Contents](#if1eccfa35129478f8c036332bba2c034_7)] | | | Item 7 \| Business Environment and Results of Operations | | | | | |
In [added: 2021,] 2020, [removed: 2019,] and [removed: 2018,] [added: 2019,] based on the location of services provided and products sold, [added: 40%,] 38%, [removed: 51%,] and [removed: 58%,] [added: 51%,] respectively, of our consolidated revenue was from the United States.
Activity within our business segments is significantly impacted by spending on upstream exploration, [removed: development] [added: development,] and production programs by our customers.
The COVID-19 pandemic and efforts to mitigate its effect [removed: have] had a substantial negative impact on the global economy and demand for [removed: oil.][added: oil in 2020 and 2021.]
Additionally, many of our customers in North America have shifted their strategy from production growth to operating within cash flow and generating [removed: returns.][added: returns, and we generally expect that to continue in 2022.]
The table below shows the average oil and natural gas prices for [removed: WTI,] [added: West Texas Intermediate (WTI),] United Kingdom Brent crude oil, and Henry Hub natural gas.
| | | | [removed: 2020] | | | [removed: 2019] [added: 2021] | | | [removed: 2018] [added: 2020] | | | [added: 2019 | | |]
| Oil price - WTI (1) | | | [added: | | |] $ | [removed: 39.23] [added: 67.99] | | $ | [removed: 56.98] [added: 39.23] | | $ | [removed: 64.94] [added: 56.98] | |
| Oil price - Brent (1) | | | [removed: 41.76] | | | [removed: 64.36] [added: 70.68] | | | [removed: 71.08] [added: 41.76] | | | [added: 64.36 | | |]
| Natural gas price - Henry Hub (2) | | | [removed: 2.04] | | | [removed: 2.54] [added: 3.91] | | | [removed: 3.17] [added: 2.04] | | | [added: 2.54 | | |]
| [removed: (1) Oil price measured in dollars per barrel.] (2) [added: | | |] Natural gas price measured in dollars per million British thermal units (Btu), or MMBtu. | | | | | | | | | | | |
The oil and gas industry continued to be impacted from shutdowns and mitigation efforts related to the COVID-19 pandemic during 2021, though there are signs that business activity around the world has adjusted and continues to improve.
These increases were driven primarily by increased demand for our products and services in North America land tied to a substantial improvement in the North America land rig count during 2021.
We reported total company operating income of approximately $1.8 billion in 2021.
This compares to operating loss of $2.4 billion in 2020 that was driven by $3.8 billion of impairments and other charges as a result of the unprecedented downturn in the oil and gas industry, including a significant decline in pressure pumping services in North America land, caused by the COVID-19 pandemic.
Internationally, revenue improved 2% in 2021 compared to 2020, primarily driven by higher activity for drilling and completions related services in Latin America which were partly offset by lower activity in the Eastern Hemisphere.
Despite an 8% reduction in the international rig count during 2021, we improved our overall international margin.
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 7 \| Executive Overview | | |
Sustainability and Energy Advancement
In the first quarter of 2021, we announced our target to achieve 40% reduction in Scope 1 and 2 emissions by 2035 from the 2018 baseline.
This is consistent with our goal to reduce the carbon footprint and environmental impact of our operations and follows our commitment to set science-based targets.
We continue to pursue our strategic initiatives around advancing cleaner, affordable energy, and using innovation and technology to reduce the environmental impact of producing oil and gas.
We are continuing to develop and deploy low-carbon solutions to help oil and gas operators lower their current emissions profiles while also using our existing technologies in renewable energy applications.
In addition, Halliburton Labs added eleven participating companies during 2021.
Through Halliburton Labs, we gain insight into the energy transition value chain and foster the development of technologies that may help reduce the world’s carbon footprint.
Also, for 2021, we were named to the Dow Jones Sustainability Index North America for Energy Equipment and Services, which highlights the top 10% most sustainable North America companies in identified industries, as determined by S&P Global through their Corporate Sustainability Assessment.
*•*In February of 2021, we repaid the $185 million principal balance of our 8.75% senior debentures at maturity.
- In August of 2021, we redeemed the entire $500 million aggregate principal amount outstanding of our 3.25% senior notes at par.
Capital spending for 2022 is currently expected to be $1.0 billion, remaining within our target of approximately 5-6% of revenue.
In 2022, we expect to pay approximately $443 million of interest on debt and approximately $351 million under our leasing arrangements.
Payments for interest on our debt arrangements are expected to remain relatively flat for the foreseeable future.
See Note 6 and Note 9 to the consolidated financial statements for additional information on expected future payments under our leasing arrangements and debt maturities.
In January of 2022, we announced that our Board of Directors declared a dividend of $0.12 per share for the first quarter of 2022, or approximately $107 million, which represents a $0.075 increase from the quarterly dividend paid during 2021.
In January of 2022, we announced that on February 23, 2022, we will redeem $600 million aggregate principal amount of our 3.8% senior notes that mature in November 2025.
The aggregate principal amount currently outstanding is approximately $1.0 billion.
We plan to use cash on hand to fund the redemption.
We do not intend to incur additional debt in 2022, as we believe our cash on hand and earnings from operations are sufficient to cover our obligations for the year.
We believe we have a manageable debt maturity profile, with approximately $1.6 billion coming due through 2026, which includes the $600 million debt we will redeem on February 23, 2022 as described above.
As of December 31, 2021, we had no material off-balance sheet liabilities and were not required to make any material cash distributions to our unconsolidated subsidiaries.
Receivables from our primary customer in Mexico accounted for approximately 10% of our total receivables as of December 31, 2021.
While we have experienced payment delays in Mexico, these amounts are not in dispute and we have not
historically had, and we do not expect, any material write-offs due to collectability of receivables from this customer.
As discussed earlier, although there are signs of improvement in many areas around the world, the potential for new lockdowns and other mitigation efforts to deal with an increase in infection rates or new variants remains a key risk for oil demand.
| (1) | | | Oil price measured in dollars per barrel. | | | | | | | | | | | |
| | | | 2021 | | | 2020 | | | 2019 | | |
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | Item 7 \| Business Environment and Results of Operations | | | | | |
We believe that commodity prices will remain supportive of our business through 2022.
The EIA expects the WTI spot prices to average $71 per barrel for the full year of 2022, an increase of approximately 4% over full year of 2021 average price per barrel.
On January 31, 2022, the Brent crude oil spot price was $89 per barrel and the WTI spot price was $88 per barrel.
The EIA's report projects Henry Hub natural gas prices to average $3.79 per MMBtu for the full year of 2022, a slight decrease over full year of 2021 averages.
On January 31, 2022, the Henry Hub natural gas price was $4.87 per MMBtu.
We experienced challenging market dynamics in 2020 as we faced a global pandemic, record oil demand destruction, and an unprecedented downturn in the energy industry.
We delivered historic results across our key safety and service quality metrics and demonstrated our ability to generate competitive cash flow in different business environments.
This compares to operating loss of $448 million in 2019 that was driven by $2.5 billion of impairments and other charges.
A significant decline in pressure pumping services in North America land during 2020 negatively impacted operating results.
Internationally, revenue declined 17% in 2020 compared to 2019 primarily driven by reduced activity for drilling and completions related services across all international regions.
Internationally, rig counts and customer spending declined more than 20%.
Despite this tough backdrop, we improved our overall international margin in 2020.
Oil prices have returned to pre-pandemic levels.
As oil demand recovers, we anticipate favorable market dynamics, with international short-cycle producers leading the activity recovery.
Our strategic priorities should continue to drive our success as markets around the world stabilize and begin to grow.
Internationally, we expect activity recovery to vary widely across the regions, with both a cyclical and seasonal bottoming of activity expected in the first quarter.
While the pace of recovery depends on demand improvement, the second half of 2021 could see an increase in international activity as compared to the second half of 2020.
We have a strong presence in mature fields completions and interventions work, a number of resilient integrated contracts around the world, leverage to unconventional developments in Latin America and the Middle East, and opportunities in key active offshore areas.
Our new drilling technologies are penetrating the market and gaining customer confidence, and we have growth opportunities as we expand our production related businesses internationally.
Also, we have adopted digital solutions which help our customers
reduce cost per barrel, improve economics, and increase efficiencies.
Our digital and other technology advances, geographic expansion of our products and services, along with continued discipline in cost management and cost efficiency, should achieve profitable returns-driven growth in international markets.
In North America, our focused approach to building a leaner and more profitable business allowed us to improve our operating margins and cash flows in 2020.
Activity has rebounded from its lows in 2020.
Completions activity in North America is expected to continue improving in the first half of 2021, as commodity prices remain supportive and customers complete their back log of drilled, but uncompleted wells.
For the full year of 2021, provided that the impact of the pandemic moderates, economic activity continues to increase, and commodity prices remain strong, we believe that our customers will sustain activity in order to hold their production flat to 2020 exit levels, with completions spend expected to outpace drilling.
In 2021, we will focus on executing our key strategic priorities to deliver industry-leading returns and strong free cash flow.
Our service delivery improvements, structural cost reductions, deployment of digital and other technologies, and lower capital intensity are expected to deliver on both customers' expectations and shareholder objectives.
During 2020, our capital expenditures were approximately $728 million, a decrease of 52% from 2019, and were predominantly made in our Sperry Drilling, Production Enhancement, Baroid, Artificial Lift, and Wireline and Perforating product service lines.
We intend for our capital expenditures in 2021 to remain relatively flat at $750 million.
Our lower capital intensity, aided by technological innovation, should contribute to ongoing cash flow generation.
We believe this level of spend will equip us to take advantage of an anticipated recovery in the market as 2021 unfolds.
We believe we have invested our cash balances conservatively and secured sufficient financing to help mitigate any near-term negative impact on our operations from adverse market conditions.
We believe this provides us with sufficient liquidity to address the challenges and opportunities of the current market.
For additional information on market conditions, see “Liquidity and Capital Resources” and “Business Environment and Results of Operations.”
*•*In March 2020, we executed two transactions resulting in a reduction of gross debt by $500 million.
We issued $1.0 billion aggregate principal amount of senior notes and used the net proceeds from issuance along with cash on hand to repurchase $1.5 billion aggregate principal amount of senior notes.
Inclusive of the tender premium and fees, these transactions resulted in a net payment of approximately $654 million.
- Capital expenditures were $728 million.
- We repurchased approximately 7.4 million shares of our common stock in early March, largely before the significant decline in oil prices, under our share repurchase program, at a total cost of approximately $100 million.
Capital spending for 2021 is currently expected to be approximately $750 million.
For additional information on capital expenditures, see "Executive Overview."
We have debt payments of $185 million and $500 million due in the first quarter of 2021 and the fourth quarter of 2021, respectively.
Based on our market outlook, we reduced our quarterly dividend rate in the second quarter of 2020 from $0.18 per common share to $0.045 per common share and remained at this amount for the rest of 2020, reducing cash outflows by approximately $360 million in 2020.
We will continue to maintain our focus on liquidity and review our quarterly dividend considering our priorities of future debt reduction and, as market conditions evolve, reinvesting in our business.
An excerpt. Shown here: 40 of 101 rewritten, 40 of 98 added and 40 of 132 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. in the FY2021 filing and the FY2020 filing.
Item 1. (a). Risk Factors.
45 rewritten, 15 added, 17 removed, 247 unchanged
Demand for our services and products is particularly sensitive to the level of exploration, [removed: development] [added: development,] and production activity of, and the corresponding capital spending by, oil and natural gas companies.
\- increased demand for alternative energy and electric [removed: vehicles,] [added: vehicles and increased emphasis on decarbonization,] including government initiatives to promote the use of renewable energy sources and public sentiment around alternatives to oil and gas.
\- changes in customers' capital allocation, [added: including an increased allocation to the production of renewable energy,] leading to less focus on [added: oil and natural gas] production growth;
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 8][added: 9]
| [Table of [removed: Contents](#i3e25192d1cb94ef78c1ab9682d7c9409_7)] [added: Contents](#if1eccfa35129478f8c036332bba2c034_7)] | | | | | | Item 1(a) \| Risk Factors | | |
Events can occur at sites where our products and equipment are [removed: installed] [added: produced] or [added: installed, or] where we conduct our operations or provide our services, or at chemical blending or manufacturing facilities, including well blowouts and equipment or materials failures, which could result in explosions, fires, personal injuries, property damage (including surface and subsurface damage), pollution, and potential legal responsibility.
Generally, we rely on liability insurance coverage and on contractual indemnities, [removed: releases] [added: releases,] and limitations of liability with our customers to protect us from potential liability related to such [removed: occurrences, and, although no claim has been asserted against us, we expect to rely on these with respect to the event in Indonesia.][added: occurrences.]
Our business could be materially and adversely affected by severe weather, particularly in Canada, the Gulf of Mexico, [removed: Russia] [added: Russia,] and the North Sea.
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 9][added: 10]
[added: These customers may provide us with inaccurate information in relation to their reserves,] which is a subjective process that involves location and volume estimation, that may result in cost over-runs, delays, and project losses.
In addition, price increases imposed by our vendors for raw materials [added: and transportation providers] used in our [removed: business] [added: business,] and the inability to pass these increases through to our customers could have a material adverse effect on our business and consolidated results of operations.
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 10][added: 11]
Moreover, many countries, including the United States, control the [removed: export] [added: export, re-export,] and [removed: re-export] [added: in-country transfer] of certain goods, [removed: services] [added: services,] and technology and impose related export recordkeeping and reporting obligations.
Governments may also impose economic sanctions against certain countries, [removed: persons] [added: persons,] and entities that may restrict or prohibit transactions involving such countries, persons, and entities, which may limit or prevent our conduct of business in certain jurisdictions.
These sanctions resulted in our winding down and ending work on two projects in Russia in [removed: 2014,] [added: 2014] and have prevented us from pursuing certain other projects in Russia.
As of December 29, 2020, we no longer [removed: have] [added: had] any employees in Venezuela, although we continue to maintain our local entity, facilities, and equipment in-country, as permitted under applicable law.
For example, the [removed: new] United States [removed: presidential administration] may seek to adopt federal regulations or [removed: urge] [added: enact] federal laws that would impose additional regulatory requirements on or even prohibit hydraulic fracturing in some areas.
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 11][added: 12]
[added: Additional legislation and/or regulations have been] adopted or are being considered at the state and local level that could impose further chemical disclosure or other regulatory requirements (such as prohibitions on hydraulic fracturing operations in certain areas) that could affect our operations.
We evaluate and address the environmental impact of our operations by assessing and remediating contaminated properties [removed: in order] to avoid future liabilities and comply with legal and regulatory requirements.
Existing or future laws, regulations, [removed: treaties] [added: treaties,] or international agreements related to greenhouse gases, climate change, and alternative energy sources could have a negative impact on our business and may result in [removed: additional][added: additional compliance obligations that could have a material adverse effect on our business, consolidated results of operations, and consolidated financial condition.]
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 12][added: 13]
[removed: compliance obligations that] [added: The COVID-19 pandemic and related economic repercussions] could [removed: have a material] [added: have a material] adverse effect on our business, [added: liquidity,] consolidated results of operations, and consolidated financial condition.
Changes in [removed: environmental requirements] [added: or the adoption or enactment of laws, regulations, treaties or international agreements] related to greenhouse gases, climate change, and alternative energy [removed: sources] [added: sources, including changes that] may [added: make it more expensive to explore for and produce oil and natural gas, may] negatively impact demand for our services and products.
The [removed: new] [added: President of the] United States [removed: presidential administration] has issued Executive Orders seeking to adopt new regulations and policies to address climate change and to suspend, revise, or rescind prior agency actions that [removed: are] [added: the administration] identified as conflicting with [removed: the administration's] [added: its] climate policies.
These include Executive Orders requiring a review of current [added: U.S.] federal lands leasing and permitting practices, as well as a temporary halt of new leasing of [added: U.S.] federal lands and offshore waters available for oil and gas exploration.
[removed: The new presidential administration also announced that in] [added: In] February 2021, the United States [removed: will] formally [removed: re-join] [added: re-joined] the Paris Agreement.
- currency fluctuations, [removed: devaluations] [added: devaluations,] and conversion restrictions; and
These, and other risks described above, could result in the loss of our personnel or assets, cause us to evacuate our personnel from certain countries, cause us to increase spending on security worldwide, cause us to cease operating in certain countries, disrupt financial and commercial markets, including the supply of and pricing for oil and natural gas, and generate [added: greater political and economic instability in some of the geographic areas in which we operate.]
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 13][added: 14]
Areas where we operate that have significant risk include, but are not limited to: the Middle East, North Africa, Angola, Argentina, Azerbaijan, Brazil, Indonesia, Kazakhstan, Mexico, Mozambique, Nigeria, Papa New Guinea, [added: Russia,] and [removed: Russia.][added: Ukraine.]
The COVID-19 pandemic and related economic repercussions [removed: have] created significant volatility, uncertainty, and turmoil in the oil and gas [removed: industry.][added: industry during the last two years.]
[removed: These] [added: Since the onset of the pandemic in early 2020, these] events [removed: have] directly affected our business and [removed: have] exacerbated the [removed: potential] negative impact from many of the risks our business is subject to, including those relating to [added: the worldwide demand for oil and natural gas,] our [removed: customers’] [added: customers'] capital spending and [removed: trends in] [added: the impact on] oil and natural gas prices.
These logistical challenges [removed: and inefficiencies] could increase if the pandemic worsens or persists.
Oil demand [removed: has significantly deteriorated] [added: during 2020 and 2021 was substantially less than demand in 2019] as a result of the virus and corresponding [removed: preventative] measures taken around the world to mitigate [removed: the spread of the virus.][added: its spread.]
Given the nature and significance of the events described above, we are not able to enumerate all [added: related] potential risks to our business; however, we believe that in addition to the impacts described above, other current and potential impacts of these recent events include, but are not limited to:
- disruption to our supply chain for raw materials essential to our business, including restrictions on importing and exporting [removed: products;][added: products and inflationary pressures;]
- litigation risk and possible loss contingencies related to COVID-19 and its impact, including with respect to commercial contracts, employee [removed: matters] [added: matters,] and insurance arrangements;
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 14][added: 15]
Given the dynamic nature of these events, we cannot reasonably estimate the period of time that the COVID-19 pandemic and related market conditions will persist or [added: any changes in] their severity, the full extent of the impact they will have on our business, financial condition, results of operations or cash flows or the pace or extent of any [removed: subsequent] recovery.
Courts could find that others infringe our patent rights or that our products and services may infringe the intellectual property rights of others.
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 1(a) \| Risk Factors | | |
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 1(a) \| Risk Factors | | |
In connection with increasing tensions between Russia and the United States regarding Russia’s intentions with respect to Ukraine, the United States has threatened to impose aggressive additional sanctions against Russia if Russia invades Ukraine.
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 1(a) \| Risk Factors | | |
\- the production, storage, transportation and use of explosive materials;
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 1(a) \| Risk Factors | | |
The Executive Orders halting the leasing of U.S. federal lands were challenged in court and remain subject to litigation.
As a result of the review of leasing and permitting practices, the U.S. Department of the Interior has recommended increasing the royalty rate payable to the U.S. government by operators, as well as bonding requirements and emissions requirements for operators.
Some form of these recommendations may become applicable to operations on U.S. federal leases, which could have a negative effect on exploration and production of oil and natural gas given the increased costs associated with any such changes.
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 1(a) \| Risk Factors | | |
In addition, the pandemic and efforts to mitigate its spread have resulted in logistical challenges to our operations, including travel restrictions that prevent our personnel from commuting to certain facilities and job sites.
Though demand began to increase during the latter part of 2021, a worsening of the virus could result in an increase in mitigation efforts and a reduction in demand for oil and gas and our services and products.
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 1(a) \| Risk Factors | | |
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 1(a) \| Risk Factors | | |
Any significant reduction in commodity prices or a change in our customers’ expectations of commodity prices, economic growth or supply and demand for oil and natural gas may result in capital budget reductions in the future.
Any substantial and unexpected drop in commodity prices in the future, even if the drop is relatively short-lived, could similarly
affect our customers’ expectations and capital spending, which could result in a material adverse effect on our business, consolidated results of operations, and consolidated financial condition.
For example, a well where we provided services in Indonesian waters experienced a well control issue in July 2019, which resulted in hydrocarbons being released into the water surrounding the well site.
These customers may provide us with inaccurate information in relation to their reserves,
Additional legislation and/or regulations have been
greater political and economic instability in some of the geographic areas in which we operate.
The COVID-19 pandemic and related economic repercussions have had a material adverse effect on our business, liquidity, consolidated results of operations, and consolidated financial condition, which effect could worsen.
In addition, we are facing logistical challenges including border closures, travel restrictions, and an inability to commute to certain facilities and job sites, as we provide services and products to our customers.
We are also experiencing inefficiencies surrounding stay-at-home orders and remote work arrangements.
In the midst of the ongoing COVID-19 pandemic, in the first quarter of 2020 OPEC+ was initially unable to reach an agreement to continue to impose limits on the production of crude oil.
The convergence of these events created the unprecedented dual impact of a global oil demand decline coupled with the risk of a substantial increase in supply.
While OPEC+ agreed in April 2020 to cut production, there is no assurance that the agreement, or any subsequent agreements, will continue or be observed by its parties, and downward pressure on commodity prices could continue for the foreseeable future.
- a need to preserve liquidity, which could result in a further reduction or suspension of our quarterly dividend or a delay or change in our capital investment plan;
- a further reduction of our global workforce to adjust to market conditions, including severance payments, retention issues, and an inability to hire employees when market conditions improve;
- changes in the regulation of the production of hydrocarbons, such as the imposition of limitations on the production of oil and gas by states or other jurisdictions, that may result in additional limits on demand for our products and services;
The events described above have had a significant adverse impact on the oil and gas industry and a material adverse effect on our business, liquidity, consolidated results of operations, and consolidated financial condition, all of which could worsen.
An excerpt. Shown here: 40 of 45 rewritten, all 15 added and all 17 removed. The counts are complete. For every sentence, read Item 1. (a). Risk Factors. in the FY2021 filing and the FY2020 filing.
Cover and table of contents
91 rewritten, 71 added, 60 removed, 204 unchanged
[removed: UNITED STATES SECURITIES] [added: SECURITIES] AND EXCHANGE COMMISSION
[removed: For] [added: For] the fiscal year ended December 31, [removed: 2020][added: 2021]
| ☐ | | | [removed: Transition Report Pursuant to Section] [added: TRANSITION REPORT PURSUANT TO SECTION] 13 [removed: or] [added: OR] 15(d) [removed: of the Securities Exchange Act of] [added: OF THE SECURITIES EXCHANGE ACT OF] 1934 [removed: For the transition period from ______ to ______] | | |
[removed: (Exact] [added: (Exact] name of registrant as specified in its [removed: charter)][added: charter)]
| [removed: Delaware] [added: Delaware] | | | [removed: 75-2677995] [added: 75-2677995] | | |
| (State or other jurisdiction of [added: incorporation or organization)] | | | (I.R.S. Employer [added: Identification No.)] | | |
[removed: 3000] [added: | 3000] North Sam Houston Parkway [removed: East][added: East, | | | Houston, | | | Texas | | | 77032 | | |]
[added: |] (Address of [removed: Principal Executive Offices)][added: principal executive offices) | | | | | | | | | (Zip Code) | | |]
[removed: Telephone Number – Area Code (281) 871-2699][added: (Registrant's telephone number, including area code)]
| [removed: Securities] [added: Securities] registered pursuant to Section 12(b) of the [removed: Act:] [added: Act:] | | | | | | | | |
[removed: | Yes | | |] ☒ [removed: | | | No | | |] [added: Yes] ☐ [removed: | | |][added: No]
[removed: | Yes | | |] ☐ [removed: | | | No | | |] [added: Yes] ☒ [removed: | | |][added: No]
| | | | Non-accelerated Filer | | | ☐ | | | [removed: Emerging Growth] [added: Smaller Reporting] Company | | | ☐ | | |
The aggregate market value of Halliburton Company Common Stock held by non-affiliates on June 30, [removed: 2020,] [added: 2021,] determined using the per share closing price on the New York Stock Exchange Composite tape of [removed: $12.98] [added: $23.12] on that date, was approximately [removed: $10.1] [added: $18.2] billion.
As of January [removed: 29, 2021,] [added: 28, 2022,] there were [removed: 888,632,775] [added: 898,571,517] shares of Halliburton Company Common Stock, $2.50 par value per share, outstanding.
Portions of the Halliburton Company Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders (File No. 001-03492) are incorporated by reference into Part III of this report.
For the Year Ended December 31, [removed: 2020][added: 2021]
| [Item [removed: 1.](#i3e25192d1cb94ef78c1ab9682d7c9409_13)] [added: 1.](#if1eccfa35129478f8c036332bba2c034_13)] | | | [removed: [Business](#i3e25192d1cb94ef78c1ab9682d7c9409_13)] [added: [Business](#if1eccfa35129478f8c036332bba2c034_13)] | | | [removed: [1](#i3e25192d1cb94ef78c1ab9682d7c9409_13)] [added: [1](#if1eccfa35129478f8c036332bba2c034_13)] | | |
| [Item [removed: 1(a).](#i3e25192d1cb94ef78c1ab9682d7c9409_16)] [added: 1(a).](#if1eccfa35129478f8c036332bba2c034_16)] | | | [Risk [removed: Factors](#i3e25192d1cb94ef78c1ab9682d7c9409_16)] [added: Factors](#if1eccfa35129478f8c036332bba2c034_16)] | | | [removed: [8](#i3e25192d1cb94ef78c1ab9682d7c9409_16)] [added: [9](#if1eccfa35129478f8c036332bba2c034_16)] | | |
| [Item [removed: 1(b).](#i3e25192d1cb94ef78c1ab9682d7c9409_19)] [added: 1(b).](#if1eccfa35129478f8c036332bba2c034_19)] | | | [Unresolved Staff [removed: Comments](#i3e25192d1cb94ef78c1ab9682d7c9409_19)] [added: Comments](#if1eccfa35129478f8c036332bba2c034_19)] | | | [removed: [17](#i3e25192d1cb94ef78c1ab9682d7c9409_19)] [added: [18](#if1eccfa35129478f8c036332bba2c034_19)] | | |
| [Item [removed: 2.](#i3e25192d1cb94ef78c1ab9682d7c9409_22)] [added: 2.](#if1eccfa35129478f8c036332bba2c034_22)] | | | [removed: [Properties](#i3e25192d1cb94ef78c1ab9682d7c9409_22)] [added: [Properties](#if1eccfa35129478f8c036332bba2c034_22)] | | | [removed: [17](#i3e25192d1cb94ef78c1ab9682d7c9409_22)] [added: [18](#if1eccfa35129478f8c036332bba2c034_22)] | | |
| [Item [removed: 3.](#i3e25192d1cb94ef78c1ab9682d7c9409_25)] [added: 3.](#if1eccfa35129478f8c036332bba2c034_25)] | | | [Legal [removed: Proceedings](#i3e25192d1cb94ef78c1ab9682d7c9409_25)] [added: Proceedings](#if1eccfa35129478f8c036332bba2c034_25)] | | | [removed: [17](#i3e25192d1cb94ef78c1ab9682d7c9409_25)] [added: [18](#if1eccfa35129478f8c036332bba2c034_25)] | | |
| [Item [removed: 4.](#i3e25192d1cb94ef78c1ab9682d7c9409_28)] [added: 4.](#if1eccfa35129478f8c036332bba2c034_28)] | | | [Mine Safety [removed: Disclosures](#i3e25192d1cb94ef78c1ab9682d7c9409_28)] [added: Disclosures](#if1eccfa35129478f8c036332bba2c034_28)] | | | [removed: [17](#i3e25192d1cb94ef78c1ab9682d7c9409_28)] [added: [18](#if1eccfa35129478f8c036332bba2c034_28)] | | |
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| [Item [removed: 7.](#i3e25192d1cb94ef78c1ab9682d7c9409_40)] [added: 7.](#if1eccfa35129478f8c036332bba2c034_40)] | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i3e25192d1cb94ef78c1ab9682d7c9409_40)] [added: Operations](#if1eccfa35129478f8c036332bba2c034_40)] | | | [removed: [20](#i3e25192d1cb94ef78c1ab9682d7c9409_40)] [added: [21](#if1eccfa35129478f8c036332bba2c034_40)] | | |
| | | | [Executive [removed: Overview](#i3e25192d1cb94ef78c1ab9682d7c9409_43)] [added: Overview](#if1eccfa35129478f8c036332bba2c034_43)] | | | [removed: [20](#i3e25192d1cb94ef78c1ab9682d7c9409_43)] [added: [21](#if1eccfa35129478f8c036332bba2c034_43)] | | |
| | | | [Liquidity and Capital [removed: Resources](#i3e25192d1cb94ef78c1ab9682d7c9409_46)] [added: Resources](#if1eccfa35129478f8c036332bba2c034_46)] | | | [removed: [21](#i3e25192d1cb94ef78c1ab9682d7c9409_46)] [added: [23](#if1eccfa35129478f8c036332bba2c034_46)] | | |
| | | | [Business Environment and Results of [removed: Operations](#i3e25192d1cb94ef78c1ab9682d7c9409_49)] [added: Operations](#if1eccfa35129478f8c036332bba2c034_49)] | | | [removed: [23](#i3e25192d1cb94ef78c1ab9682d7c9409_49)] [added: [25](#if1eccfa35129478f8c036332bba2c034_49)] | | |
| | | | [Critical Accounting [removed: Estimates](#i3e25192d1cb94ef78c1ab9682d7c9409_58)] [added: Estimates](#if1eccfa35129478f8c036332bba2c034_58)] | | | [removed: [29](#i3e25192d1cb94ef78c1ab9682d7c9409_58)] [added: [31](#if1eccfa35129478f8c036332bba2c034_58)] | | |
| | | | [Financial Instrument Market [removed: Risk](#i3e25192d1cb94ef78c1ab9682d7c9409_64)] [added: Risk](#if1eccfa35129478f8c036332bba2c034_64)] | | | [removed: [31](#i3e25192d1cb94ef78c1ab9682d7c9409_64)] [added: [33](#if1eccfa35129478f8c036332bba2c034_64)] | | |
| | | | [Environmental [removed: Matters](#i3e25192d1cb94ef78c1ab9682d7c9409_67)] [added: Matters](#if1eccfa35129478f8c036332bba2c034_67)] | | | [removed: [32](#i3e25192d1cb94ef78c1ab9682d7c9409_67)] [added: [34](#if1eccfa35129478f8c036332bba2c034_67)] | | |
| | | | [Forward-Looking [removed: Information](#i3e25192d1cb94ef78c1ab9682d7c9409_70)] [added: Information](#if1eccfa35129478f8c036332bba2c034_70)] | | | [removed: [32](#i3e25192d1cb94ef78c1ab9682d7c9409_70)] [added: [34](#if1eccfa35129478f8c036332bba2c034_70)] | | |
| [Item [removed: 7(a).](#i3e25192d1cb94ef78c1ab9682d7c9409_73)] [added: 7(a).](#if1eccfa35129478f8c036332bba2c034_73)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i3e25192d1cb94ef78c1ab9682d7c9409_73)] [added: Risk](#if1eccfa35129478f8c036332bba2c034_73)] | | | [removed: [33](#i3e25192d1cb94ef78c1ab9682d7c9409_73)] [added: [35](#if1eccfa35129478f8c036332bba2c034_73)] | | |
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| [Item [removed: 9(a).](#i3e25192d1cb94ef78c1ab9682d7c9409_196)] [added: 9(a).](#if1eccfa35129478f8c036332bba2c034_184)] | | | [Controls and [removed: Procedures](#i3e25192d1cb94ef78c1ab9682d7c9409_196)] [added: Procedures](#if1eccfa35129478f8c036332bba2c034_184)] | | | [removed: [68](#i3e25192d1cb94ef78c1ab9682d7c9409_196)] [added: [68](#if1eccfa35129478f8c036332bba2c034_184)] | | |
| [Item [removed: 9(b).](#i3e25192d1cb94ef78c1ab9682d7c9409_199)] [added: 9(b).](#if1eccfa35129478f8c036332bba2c034_187)] | | | [Other [removed: Information](#i3e25192d1cb94ef78c1ab9682d7c9409_199)] [added: Information](#if1eccfa35129478f8c036332bba2c034_187)] | | | [removed: [68](#i3e25192d1cb94ef78c1ab9682d7c9409_199)] [added: [68](#if1eccfa35129478f8c036332bba2c034_187)] | | |
| [Item [removed: 10.](#i3e25192d1cb94ef78c1ab9682d7c9409_202)] [added: 10.](#if1eccfa35129478f8c036332bba2c034_190)] | | | [Directors, Executive [removed: Officers](#i3e25192d1cb94ef78c1ab9682d7c9409_202)[,](#i3e25192d1cb94ef78c1ab9682d7c9409_202) [and] [added: Officers, and] Corporate [removed: Governance](#i3e25192d1cb94ef78c1ab9682d7c9409_202)] [added: Governance](#if1eccfa35129478f8c036332bba2c034_190)] | | | [removed: [69](#i3e25192d1cb94ef78c1ab9682d7c9409_202)] [added: [69](#if1eccfa35129478f8c036332bba2c034_190)] | | |
| [Item [removed: 11.](#i3e25192d1cb94ef78c1ab9682d7c9409_202)] [added: 11.](#if1eccfa35129478f8c036332bba2c034_190)] | | | [Executive [removed: Compensation](#i3e25192d1cb94ef78c1ab9682d7c9409_202)] [added: Compensation](#if1eccfa35129478f8c036332bba2c034_190)] | | | [removed: [69](#i3e25192d1cb94ef78c1ab9682d7c9409_202)] [added: [69](#if1eccfa35129478f8c036332bba2c034_190)] | | |
| [Item [removed: 12(a).](#i3e25192d1cb94ef78c1ab9682d7c9409_202)] [added: 12(a).](#if1eccfa35129478f8c036332bba2c034_190)] | | | [Security Ownership of Certain Beneficial [removed: Owners](#i3e25192d1cb94ef78c1ab9682d7c9409_202)] [added: Owners](#if1eccfa35129478f8c036332bba2c034_190)] | | | [removed: [69](#i3e25192d1cb94ef78c1ab9682d7c9409_202)] [added: [69](#if1eccfa35129478f8c036332bba2c034_190)] | | |
UNITED STATES
or
For the transition period from _______to_______
(281) 871-2699
☒ Yes ☐ No
☒ Yes ☐ No
| | | | | | | | | | Emerging Growth Company | | | ☐ | | |
☐ Yes ☒ No
| [Item 6.](#if1eccfa35129478f8c036332bba2c034_2001) | | | ([Reserved](#if1eccfa35129478f8c036332bba2c034_2001)) | | | [20](#if1eccfa35129478f8c036332bba2c034_2001) | | |
| | | | [Results of Operations in 2021 Compared to 2020](#if1eccfa35129478f8c036332bba2c034_52) | | | [27](#if1eccfa35129478f8c036332bba2c034_52) | | |
| | | | [Results of Operations in 2020 Compared to 2019](#if1eccfa35129478f8c036332bba2c034_55) | | | [30](#if1eccfa35129478f8c036332bba2c034_55) | | |
| [Item 9(c).](#if1eccfa35129478f8c036332bba2c034_2007) | | | [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](#if1eccfa35129478f8c036332bba2c034_2007) | | | [68](#if1eccfa35129478f8c036332bba2c034_2007) | | |
| [Item 15.](#if1eccfa35129478f8c036332bba2c034_196) | | | [Exhibits](#if1eccfa35129478f8c036332bba2c034_196) | | | [70](#if1eccfa35129478f8c036332bba2c034_196) | | |
| [SIGNATURES](#if1eccfa35129478f8c036332bba2c034_202) | | | | | | [77](#if1eccfa35129478f8c036332bba2c034_202) | | |
2021 Highlights
\- *Financial*: Internationally we delivered profitable growth with revenue and operating income increasing every quarter in 2021.
In North America, strong operating leverage allowed us to maximize the value of our business as U.S. land activity rebounded.
Overall, our Completion and Production and Drilling and Evaluation operating segments finished the year with 15% and 12% operating margins, respectively, and generated strong cash flows from operations.
\- *Digital*: Our accelerated deployment and integration of digitally enabled technologies created technical differentiation in the market and contributed to our higher margins.
\- *Capital efficiency*: We advanced technologies and made strategic choices that kept our capital expenditures to 5.2% of revenue, which is in the range of our 5-6% of revenue target.
\- *Sustainable energy*: We announced our science-based emission reduction targets, added eleven new participating companies to Halliburton Labs, our clean energy accelerator, and were named to the Dow Jones Sustainability Index North America for Energy Equipment and Services, which highlights the top 10% most sustainable North America companies in identified industries as determined by S&P Global through their Corporate Sustainability Assessment.
2022 Focus
\- *International*: Allocate our capital to the highest return opportunities, continue investing in digital technologies that maximize our asset value to drive profitable growth, and increase our international growth in our specialty chemicals and artificial lift businesses.
\- *North America*: Continue to build on the operating leverage we have created, maximize cash flow by utilizing our premium low-emissions equipment, and continue developing differentiated technologies focused around the wellbore.
\- *Capital efficiency*: Maintain our capital expenditures in the range of 5-6% of revenue while focusing on technological advancements and process changes that reduce our manufacturing and maintenance costs and improve how we move equipment and respond to market opportunities.
\- *Sustainable energy*: Leverage the increasing number of participants in and scope of Halliburton Labs to gain insight into developing value chains in the clean energy space and continue to develop and deploy low-carbon solutions to help oil and gas operators lower their current emissions profiles while also using our existing technologies in renewable energy applications.
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 1 \| Business | | |
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 1 \| Business | | |
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 1 \| Business | | |
We recognize revenue on customer software contract sales predominantly in the first and fourth quarters of the year.
Our workforce is our top asset in enabling us to accomplish innovative, high-quality work for our customers and to address the world’s energy challenges.
To attract and retain talent, we strive to provide a safe and inclusive working environment along with competitive benefits.
As of December 31, 2021, we employed over 40,000 people worldwide representing 130 nationalities, operated in more than 70 countries, and approximately 18% of our employees were subject to collective bargaining agreements.
*Recruiting and Turnover*
Given the size and geographic scope of our workforce, we have a robust world-wide recruiting apparatus, which includes personnel devoted to recruiting and retention, online job postings, and recruiting programs we have established at academic institutions for internships and entry-level roles.
In order to increase the number of diverse employees, we have developed relationships with diversity-focused student organizations, provide professional development sessions to students, engage our Employee Resource Groups (ERGs) to participate in select university events, and participate in outreach efforts through programs supported by our Educational Advisory Board.
Our attrition in 2021 was down significantly compared to 2020 and we were able to rehire more than 2,800 former employees in 2021, despite a tight labor market.
We have found that hiring former employees allows us to add needed personnel who are able to apply their experience and contribute quickly.
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 1 \| Business | | |
With our large employee base and global breadth, we are one of the world’s most diverse companies.
(Mark One)
OR
| incorporation or organization) | | | Identification No.) | | |
Houston, Texas 77032
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | Smaller Reporting Company | | | ☐ | | | | | | | | |
| [Item 6.](#i3e25192d1cb94ef78c1ab9682d7c9409_37) | | | [Selected Financial Data](#i3e25192d1cb94ef78c1ab9682d7c9409_37) | | | [19](#i3e25192d1cb94ef78c1ab9682d7c9409_37) | | |
| | | | [Results of Operations in 20](#i3e25192d1cb94ef78c1ab9682d7c9409_52)[20](#i3e25192d1cb94ef78c1ab9682d7c9409_52) [Compared to 201](#i3e25192d1cb94ef78c1ab9682d7c9409_52)[9](#i3e25192d1cb94ef78c1ab9682d7c9409_52) | | | [26](#i3e25192d1cb94ef78c1ab9682d7c9409_52) | | |
| | | | [Results of Operations in 201](#i3e25192d1cb94ef78c1ab9682d7c9409_55)[9](#i3e25192d1cb94ef78c1ab9682d7c9409_55) [Compared to 201](#i3e25192d1cb94ef78c1ab9682d7c9409_55)[8](#i3e25192d1cb94ef78c1ab9682d7c9409_55) | | | [28](#i3e25192d1cb94ef78c1ab9682d7c9409_55) | | |
| | | | [Off Balance Sheet Arrangements](#i3e25192d1cb94ef78c1ab9682d7c9409_61) | | | [31](#i3e25192d1cb94ef78c1ab9682d7c9409_61) | | |
| [Item 15.](#i3e25192d1cb94ef78c1ab9682d7c9409_205) | | | [Exhibits](#i3e25192d1cb94ef78c1ab9682d7c9409_205) | | | [70](#i3e25192d1cb94ef78c1ab9682d7c9409_208) | | |
| SIGNATURES | | | | | | [77](#i3e25192d1cb94ef78c1ab9682d7c9409_214) | | |
2020 Highlights
\- *Safety and service quality*: We achieved exceptional safety and service quality performance.
We delivered historic bests across our business.
Our total recordable incident rate and non-productive time improved by over 20% for the second year in a row.
This is a result of our employees’ continued commitment to safety and process execution.
\- *Financial*: We delivered swift and aggressive cost reduction actions in response to a decrease in global demand for our products and services.
We systematically rationalized our operations to adjust to market activity levels, including through reducing equipment and personnel, restructuring our real estate holdings, and improving our service delivery platform, which contributed to improved margins by year-end 2020.
\- *Technology*: We continued to innovate, launching several new products and services, and delivered best in class performance across a spectrum of digital technologies.
\- *Sustainable energy*: We launched Halliburton Labs, a collaborative environment where entrepreneurs, academics, investors, and industrial labs come together to advance cleaner, affordable energy.
Also, we committed to setting science-based targets to reduce our greenhouse gas emissions.
2021 Focus
\- *International*: We are stronger technically, geographically, and organizationally; we see an unfolding activity recovery and are well positioned to drive profitable growth internationally.
\- *North America*: As operators increase their activity levels to achieve maintenance level production, the operating leverage we have created in North America should allow us to increase our operating profits and cash flows.
\- *Capital efficiency*: We plan to advance technologies and make strategic choices that lower our capital expenditure profile.
\- *Sustainable energy*: We will play an active role in advancing cleaner, affordable energy solutions.
We have made a strategic decision to market this business for sale.
Business strategy
Our strategic priorities are to:
\- deliver profitable growth in our international business;
\- drive strategic changes that maximize cash flows in our leaner North America business;
\- accelerate the deployment and integration of our digital technologies, both internally and with our customers;
\- improve capital efficiency by advancing our technologies and making strategic choices that lower our capital expenditure profile; and
\- actively participate in advancing a sustainable energy future.
Conversely, customer spending patterns and budget constraints in North America may lead to lower demand for various other services and products in the second half of the year.
We collaborate as a team to execute for each other, our customers, and our shareholders.
At December 31, 2020, we employed approximately 40,000 people worldwide compared to approximately 55,000 at December 31, 2019.
An excerpt. Shown here: 40 of 91 rewritten, 40 of 71 added and 40 of 60 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2021 filing and the FY2020 filing.
Item 2. Properties.
2 rewritten, 0 added, 0 removed, 7 unchanged
–*Completion and Production:* Arbroath, United Kingdom; Duncan, Oklahoma; Johor Bahru, Malaysia; Lafayette, Louisiana; [removed: and] Rio de Janeiro, [removed: Brazil][added: Brazil; and Singapore]
–*Shared/corporate facilities:* Bangalore, India; Carrollton, Texas; Dhahran, Saudi Arabia; Dubai, United Arab Emirates; Houston, Texas (corporate executive offices); Kuala Lumpur, Malaysia; London, England; Moscow, Russia; Panama City, Panama; Pune, India; [removed: Singapore;] and Tananger, Norway
Item 4. Mine Safety Disclosures.
3 rewritten, 0 added, 0 removed, 4 unchanged
Our barite and bentonite mining operations, in support of our fluid services business, are subject to regulation by the [removed: federal] [added: U.S.] Mine Safety and Health Administration under the Federal Mine Safety and Health Act of 1977.
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 17][added: 18]
| [Table of [removed: Contents](#i3e25192d1cb94ef78c1ab9682d7c9409_7)] [added: Contents](#if1eccfa35129478f8c036332bba2c034_7)] | | | Item 5 \| Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | | | | | |
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
15 rewritten, 8 added, 9 removed, 9 unchanged
Halliburton Company’s common stock is traded on the New York Stock Exchange under the symbol "HAL." Information related to [removed: quarterly] dividend payments is included [removed: under the caption “Quarterly Financial Data”] in [removed: the consolidated financial statements.][added: "Item 8.]
The following graph and table compare total shareholder return on our common stock for the five-year period ended December 31, [removed: 2020,] [added: 2021,] with the Philadelphia Oil Service Index (OSX) and the Standard & Poor’s 500 ® Index over the same period.
This comparison assumes the investment of $100 on December 31, [removed: 2015] [added: 2016] and the reinvestment of all dividends.
[removed: ][added: ]
| | | | [removed: 2015 | | |] 2016 | | | 2017 | | | 2018 | | | 2019 | | | 2020 | | | [added: 2021 | | |]
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 18][added: 19]
| [Table of [removed: Contents](#i3e25192d1cb94ef78c1ab9682d7c9409_7)] [added: Contents](#if1eccfa35129478f8c036332bba2c034_7)] | | | Item 5 \| Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | | | | | |
At January [removed: 29, 2021,] [added: 28, 2022,] we had [removed: 11,050] [added: 10,582] shareholders of record.
The following table is a summary of repurchases of our common stock during the three-month period ended December 31, [removed: 2020.][added: 2021.]
| Period | | | [added: | | |] Total Number of Shares Purchased (a) | | | Average Price Paid per Share | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (b) | | | Maximum Number (or Approximate Dollar Value) of Shares that may yet be Purchased Under the Program (b) | | |
| October 1 - 31 | | | [removed: 15,301] | | | [removed: $11.26] [added: 23,040] | | | [added: $23.68 | | |] — | | | $5,100,008,081 | | |
| November 1 - 30 | | | [removed: 20,895] | | | [removed: $11.96] [added: 24,133] | | | [added: $25.05 | | |] — | | | $5,100,008,081 | | |
| December 1 - 31 | | | [removed: 134,775] | | | [removed: $19.01] [added: 166,791] | | | [added: $22.22 | | |] — | | | $5,100,008,081 | | |
[added: |] (a) [added: | | |] All of the [removed: 170,971] [added: 213,964] shares purchased during the three-month period ended December 31, [removed: 2020] [added: 2021] were acquired from employees in connection with the settlement of income tax and related benefit withholding obligations arising from vesting in restricted stock grants. [added: These shares were not part of a publicly announced program to purchase common stock. | | | | | | | | | | | | | | |]
[added: | (b) | | | Our Board of Directors has authorized a plan to repurchase a specified dollar amount of our common stock from time to time. Approximately $5.1 billion remained authorized for repurchases as of December 31, 2021.] From the inception of this program in February 2006 through December 31, [removed: 2020,] [added: 2021,] we repurchased approximately 224 million shares of our common stock for a total cost of approximately $9.0 billion. [added: | | | | | | | | | | | | | | |]
Financial Statements and Supplementary Data".
| Halliburton | | | $ | 100.00 | | $ | 91.76 | | $ | 80.87 | | $ | 47.96 | | $ | 37.94 | | $ | 45.64 | |
| Philadelphia Oil Service Index (OSX) | | | 100.00 | | | 82.80 | | | 45.36 | | | 45.11 | | | 26.13 | | | 31.55 | | |
| Standard & Poor’s 500 ® Index | | | 100.00 | | | 121.83 | | | 116.49 | | | 153.17 | | | 181.35 | | | 233.41 | | |
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Total | | | | | | 213,964 | | | $22.69 | | | — | | | | | |
| | | | | | | | | | | | | | | | | | |
| Halliburton | | | $ | 100.00 | | $ | 142.39 | | $ | 130.67 | | $ | 72.43 | | $ | 68.30 | | $ | 54.03 | |
| Philadelphia Oil Service Index (OSX) | | | 100.00 | | | 118.98 | | | 98.51 | | | 53.97 | | | 53.67 | | | 31.09 | | |
| Standard & Poor’s 500 ® Index | | | 100.00 | | | 111.96 | | | 136.40 | | | 130.42 | | | 171.49 | | | 203.04 | | |
| | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Total | | | 170,971 | | | $17.46 | | | — | | | | | |
These shares were not part of a publicly announced program to purchase common stock.
(b) Our Board of Directors has authorized a plan to repurchase a specified dollar amount of our common stock from time to time.
Approximately $5.1 billion remained authorized for repurchases as of December 31, 2020.
Item 6. (Reserved)
2 rewritten, 0 added, 20 removed, 2 unchanged
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 19][added: 20]
| [Table of [removed: Contents](#i3e25192d1cb94ef78c1ab9682d7c9409_7)] [added: Contents](#if1eccfa35129478f8c036332bba2c034_7)] | | | | | | Item 7 \| Executive Overview | | |
The Selected Financial Data should be read in conjunction with "Item 7.
Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Item 8.
Financial Statements and Supplementary Data," both contained herein.
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| HALLIBURTON COMPANY Selected Financial Data (Unaudited) | | | | | | | | | | | | | | | | | |
| | | | Year ended December 31 | | | | | | | | | | | | | | |
| *Millions of dollars except per share data* | | | 2020 | | | 2019 | | | 2018 | | | 2017 | | | 2016 | | |
| Revenue | | | $ | 14,445 | | $ | 22,408 | | $ | 23,995 | | $ | 20,620 | | $ | 15,887 | |
| Operating income (loss) | | | (2,436) | | | (448) | | | 2,467 | | | 1,374 | | | (6,770) | | |
| Net Income (loss) | | | (2,942) | | | (1,129) | | | 1,657 | | | (449) | | | (5,767) | | |
| Basic and diluted income (loss) per share attributable to company shareholders | | | (3.34) | | | (1.29) | | | 1.89 | | | (0.51) | | | (6.69) | | |
| Cash dividends per share | | | 0.315 | | | 0.72 | | | 0.72 | | | 0.72 | | | 0.72 | | |
| Net working capital | | | 5,054 | | | 6,334 | | | 6,349 | | | 5,915 | | | 7,654 | | |
| Total assets | | | 20,680 | | | 25,377 | | | 25,982 | | | 25,085 | | | 27,000 | | |
| Long-term debt | | | 9,132 | | | 10,316 | | | 10,312 | | | 10,430 | | | 12,214 | | |
| Total debt | | | 9,827 | | | 10,327 | | | 10,344 | | | 10,942 | | | 12,384 | | |
| Total shareholders’ equity | | | 4,983 | | | 8,025 | | | 9,544 | | | 8,349 | | | 9,448 | | |
| Cash flows from operating activities | | | 1,881 | | | 2,445 | | | 3,157 | | | 2,468 | | | (1,703) | | |
| Capital expenditures | | | 728 | | | 1,530 | | | 2,026 | | | 1,373 | | | 798 | | |
Item 8. Financial Statements and Supplementary Data.
519 rewritten, 187 added, 138 removed, 562 unchanged
| | | | PAGE | | | [added: | | |]
| Financial Statements | | | | | | [added: | | |]
| [Management’s Report on Internal Control Over Financial [removed: Reporting](#i3e25192d1cb94ef78c1ab9682d7c9409_79)] [added: Reporting](#if1eccfa35129478f8c036332bba2c034_79)] | | | [removed: [35](#i3e25192d1cb94ef78c1ab9682d7c9409_79)] [added: [37](#if1eccfa35129478f8c036332bba2c034_79)] | | | [added: | | |]
| [Reports of Independent Registered Public Accounting [removed: Firm](#i3e25192d1cb94ef78c1ab9682d7c9409_82)] [added: Firm](#if1eccfa35129478f8c036332bba2c034_82)] | | | [removed: [36](#i3e25192d1cb94ef78c1ab9682d7c9409_82)] [added: [38](#if1eccfa35129478f8c036332bba2c034_82)] | | | [added: | | |]
| [Consolidated Statements of Operations for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018](#i3e25192d1cb94ef78c1ab9682d7c9409_85)] [added: 2019](#if1eccfa35129478f8c036332bba2c034_85)] | | | [removed: [39](#i3e25192d1cb94ef78c1ab9682d7c9409_85)] [added: [41](#if1eccfa35129478f8c036332bba2c034_85)] | | | [added: | | |]
| [Consolidated [removed: Statements](#i3e25192d1cb94ef78c1ab9682d7c9409_91) [of] [added: Statements of] Comprehensive Income (Loss) for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018](#i3e25192d1cb94ef78c1ab9682d7c9409_91)] [added: 2019](#if1eccfa35129478f8c036332bba2c034_88)] | | | [removed: [40](#i3e25192d1cb94ef78c1ab9682d7c9409_91)] [added: [42](#if1eccfa35129478f8c036332bba2c034_88)] | | | [added: | | |]
| [Consolidated Balance Sheets at December 31, [removed: 2020] [added: 2021] and [removed: 2019](#i3e25192d1cb94ef78c1ab9682d7c9409_94)] [added: 2020](#if1eccfa35129478f8c036332bba2c034_91)] | | | [removed: [41](#i3e25192d1cb94ef78c1ab9682d7c9409_94)] [added: [43](#if1eccfa35129478f8c036332bba2c034_91)] | | | [added: | | |]
| [Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018](#i3e25192d1cb94ef78c1ab9682d7c9409_100)] [added: 2019](#if1eccfa35129478f8c036332bba2c034_94)] | | | [removed: [42](#i3e25192d1cb94ef78c1ab9682d7c9409_100)] [added: [44](#if1eccfa35129478f8c036332bba2c034_94)] | | | [added: | | |]
| [Consolidated Statements of Shareholders’ Equity for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018](#i3e25192d1cb94ef78c1ab9682d7c9409_103)] [added: 2019](#if1eccfa35129478f8c036332bba2c034_97)] | | | [removed: [43](#i3e25192d1cb94ef78c1ab9682d7c9409_103)] [added: [45](#if1eccfa35129478f8c036332bba2c034_97)] | | | [added: | | |]
| Notes to Consolidated Financial Statements | | | | | | [added: | | |]
| [Note 1. Description of Company and Significant Accounting [removed: Policies](#i3e25192d1cb94ef78c1ab9682d7c9409_112)] [added: Policies](#if1eccfa35129478f8c036332bba2c034_103)] | | | [removed: [44](#i3e25192d1cb94ef78c1ab9682d7c9409_112)] [added: [46](#if1eccfa35129478f8c036332bba2c034_103)] | | | [added: | | |]
| [Note 2. Impairments and Other [removed: Charges](#i3e25192d1cb94ef78c1ab9682d7c9409_118)] [added: Charges](#if1eccfa35129478f8c036332bba2c034_106)] | | | [removed: [47](#i3e25192d1cb94ef78c1ab9682d7c9409_118)] [added: [49](#if1eccfa35129478f8c036332bba2c034_106)] | | | [added: | | |]
| [Note 3. Business Segment and Geographic [removed: Information](#i3e25192d1cb94ef78c1ab9682d7c9409_121)] [added: Information](#if1eccfa35129478f8c036332bba2c034_109)] | | | [removed: [48](#i3e25192d1cb94ef78c1ab9682d7c9409_121)] [added: [50](#if1eccfa35129478f8c036332bba2c034_109)] | | | [added: | | |]
[removed: | [Note 8. Property, Plant] [added: Property, plant,] and [removed: Equipment](#i3e25192d1cb94ef78c1ab9682d7c9409_145) | | | [54](#i3e25192d1cb94ef78c1ab9682d7c9409_145) | | |][added: equipment]
| [Note 10. Commitments and [removed: Contingencies](#i3e25192d1cb94ef78c1ab9682d7c9409_157)] [added: Contingencies](#if1eccfa35129478f8c036332bba2c034_145)] | | | [removed: [56](#i3e25192d1cb94ef78c1ab9682d7c9409_157)] [added: [57](#if1eccfa35129478f8c036332bba2c034_145)] | | | [added: | | |]
| [Note 11. Income [removed: Taxes](#i3e25192d1cb94ef78c1ab9682d7c9409_160)] [added: Taxes](#if1eccfa35129478f8c036332bba2c034_148)] | | | [removed: [56](#i3e25192d1cb94ef78c1ab9682d7c9409_160)] [added: [57](#if1eccfa35129478f8c036332bba2c034_148)] | | | [added: | | |]
| [Note 12. Shareholders’ [removed: Equity](#i3e25192d1cb94ef78c1ab9682d7c9409_163)] [added: Equity](#if1eccfa35129478f8c036332bba2c034_151)] | | | [removed: [59](#i3e25192d1cb94ef78c1ab9682d7c9409_163)] [added: [60](#if1eccfa35129478f8c036332bba2c034_151)] | | | [added: | | |]
| [Note 13. Stock-based [removed: Compensation](#i3e25192d1cb94ef78c1ab9682d7c9409_166)] [added: Compensation](#if1eccfa35129478f8c036332bba2c034_154)] | | | [removed: [59](#i3e25192d1cb94ef78c1ab9682d7c9409_166)] [added: [61](#if1eccfa35129478f8c036332bba2c034_154)] | | | [added: | | |]
| [Note 14. Income per [removed: Share](#i3e25192d1cb94ef78c1ab9682d7c9409_172)] [added: Share](#if1eccfa35129478f8c036332bba2c034_160)] | | | [removed: [62](#i3e25192d1cb94ef78c1ab9682d7c9409_172)] [added: [63](#if1eccfa35129478f8c036332bba2c034_160)] | | | [added: | | |]
| [Note 15. Financial Instruments and Risk [removed: Management](#i3e25192d1cb94ef78c1ab9682d7c9409_175)] [added: Management](#if1eccfa35129478f8c036332bba2c034_163)] | | | [removed: [62](#i3e25192d1cb94ef78c1ab9682d7c9409_175)] [added: [63](#if1eccfa35129478f8c036332bba2c034_163)] | | | [added: | | |]
| [Note 16. Retirement [removed: Plans](#i3e25192d1cb94ef78c1ab9682d7c9409_181)] [added: Plans](#if1eccfa35129478f8c036332bba2c034_169)] | | | [removed: [64](#i3e25192d1cb94ef78c1ab9682d7c9409_181)] [added: [65](#if1eccfa35129478f8c036332bba2c034_169)] | | | [added: | | |]
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 34][added: 36]
| [Table of [removed: Contents](#i3e25192d1cb94ef78c1ab9682d7c9409_76)] [added: Contents](#if1eccfa35129478f8c036332bba2c034_76)] | | | | | | | | |
Under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, we conducted an evaluation to assess the effectiveness of our internal control over financial reporting as of December 31, [removed: 2020] [added: 2021] based upon criteria set forth in the *Internal Control - Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.
Based on our assessment, we believe that, as of December 31, [removed: 2020,] [added: 2021,] our internal control over financial reporting is effective.
The effectiveness of Halliburton’s internal control over financial reporting as of December 31, [removed: 2020] [added: 2021] has been audited by KPMG LLP, an independent registered public accounting firm, as stated in their report that is included herein.
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 35][added: 37]
We have audited the accompanying consolidated balance sheets of Halliburton Company and subsidiaries (the Company) as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the related consolidated statements of operations, comprehensive income (loss), shareholders’ equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2020,] [added: 2021,] and the related notes (collectively, the consolidated financial statements).
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, [removed: 2020,] [added: 2021,] in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control - Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February [removed: 5, 2021] [added: 4, 2022] expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
*Critical Audit [removed: Matters*][added: Matter*]
The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current period audit of the consolidated financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and that: (1) [removed: relate] [added: relates] to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.
The communication of [added: a] critical audit [removed: matters] [added: matter] does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matters] [added: matter] below, providing [added: a] separate [removed: opinions] [added: opinion] on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]
A valuation allowance is provided for deferred tax assets if it is more likely than not that these items will not be realized, which is dependent upon the generation of [removed: the] future taxable income.
As of December 31, [removed: 2020,] [added: 2021,] the Company had gross deferred tax assets of $3.8 billion and a related valuation allowance of [removed: $1.4] [added: $0.9] billion.
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 36][added: 38]
[added: The evaluation of the realizability of domestic deferred tax assets, specifically related to domestic net operating loss] carryforwards and foreign tax credits, required subjective auditor judgment to assess the forecasts of future taxable income over the periods in which those temporary differences become deductible.
[removed: *Assessment of the Fair Value of Property, Plant] [added: | Net property, plant,] and [removed: Equipment*][added: equipment: | | | | | | | | |]
HAL [removed: 2020] [added: 2021] FORM 10-K | [removed: 37][added: 39]
We have audited Halliburton [removed: Company's] [added: Company] and subsidiaries' (the Company) internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control* \- *Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.
| [Note 4. Revenue](#if1eccfa35129478f8c036332bba2c034_115) | | | [51](#if1eccfa35129478f8c036332bba2c034_115) | | | | | |
| [Note 5. Receivables](#if1eccfa35129478f8c036332bba2c034_121) | | | [52](#if1eccfa35129478f8c036332bba2c034_121) | | | | | |
| [Note 6. Leases](#if1eccfa35129478f8c036332bba2c034_127) | | | [53](#if1eccfa35129478f8c036332bba2c034_127) | | | | | |
| [Note 7. Inventories](#if1eccfa35129478f8c036332bba2c034_130) | | | [55](#if1eccfa35129478f8c036332bba2c034_130) | | | | | |
| [Note 9. Debt](#if1eccfa35129478f8c036332bba2c034_139) | | | [56](#if1eccfa35129478f8c036332bba2c034_139) | | | | | |
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_76) | | | | | | | | |
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_76) | | | | | | | | |
February 4, 2022
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_76) | | | | | | | | |
February 4, 2022
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_76) | | | | | | | | |
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| Basic and diluted weighted average common shares outstanding | | | | | | 892 | | | 881 | | | 875 | | |
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| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_76) | | | | | | | | |
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| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_76) | | | | | | | | |
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| Income Taxes Payable | | | | | | 261 | | | 216 | | | | | |
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| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_76) | | | | | | | | |
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| [Note 4. Revenue](#i3e25192d1cb94ef78c1ab9682d7c9409_127) | | | [50](#i3e25192d1cb94ef78c1ab9682d7c9409_127) | | |
| [Note 5. Receivables](#i3e25192d1cb94ef78c1ab9682d7c9409_133) | | | [51](#i3e25192d1cb94ef78c1ab9682d7c9409_133) | | |
| [Note 6. Leases](#i3e25192d1cb94ef78c1ab9682d7c9409_139) | | | [52](#i3e25192d1cb94ef78c1ab9682d7c9409_139) | | |
| [Note 7. Inventories](#i3e25192d1cb94ef78c1ab9682d7c9409_142) | | | [54](#i3e25192d1cb94ef78c1ab9682d7c9409_142) | | |
| [Note 9. Debt](#i3e25192d1cb94ef78c1ab9682d7c9409_151) | | | [55](#i3e25192d1cb94ef78c1ab9682d7c9409_151) | | |
| [Quarterly Financial Data (Unaudited)](#i3e25192d1cb94ef78c1ab9682d7c9409_190) | | | [67](#i3e25192d1cb94ef78c1ab9682d7c9409_190) | | |
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
*Change in Accounting Principle*
As discussed in Note 6 to the consolidated financial statements, the Company has changed its method of accounting for leases as of January 1, 2019 due to the adoption of Accounting Standards Codification Topic 842, Leases.
The evaluation of the realizability of domestic deferred tax assets, specifically related to domestic net operating loss
The following are the primary procedures we performed to address this critical audit matter.
As discussed in Notes 1, 2, and 8 to the consolidated financial statements, the gross amount of property, plant and equipment as of December 31, 2020 was $15.4 billion and related accumulated depreciation was $11.0 billion.
When events or changes in circumstances indicate that long-lived assets may be impaired, an evaluation is performed.
The Company compares estimated future undiscounted cash flows expected to result from the use and eventual disposition of the asset group to its carrying amount.
If the asset group's undiscounted cash flows are less than their carrying amount, then they determine the asset group's fair value.
The fair value of an asset group is determined by using a discounted cash flow analysis, and an impairment is recognized in the event the fair value is less than the carrying value.
The Company recognized an impairment charge of $2.3 billion for the year ended December 31, 2020.
We identified the assessment of the Company’s estimate of the fair value of property, plant and equipment as a critical audit matter for certain asset groups.
There was a high degree of subjectivity in evaluating the significant assumptions used in determining the discounted cash flows used to estimate the fair value of certain asset groups, specifically the revenue growth rates, expected profitability margin and the discount rate used.
We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s process to estimate the discounted cash flows of certain asset groups, including controls related to the significant assumptions.
We evaluated the Company’s development of the revenue growth rates and expected profitability margin assumptions by identifying and assessing the sources of data that management used in their assessment.
We evaluated the revenue growth rates and expected profitability margin for consistency with relevant historical data, changes in the business, and external industry data, as applicable.
In addition, we involved valuation professionals with specialized skills and knowledge to assist with evaluating the selected discount rate by comparing it against a discount rate range that was independently developed using publicly available market data for comparable companies.
February 5, 2021
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Assets held for resale | | | 550 | | | 180 | | |
| Other operating activities | | | 120 | | | 182 | | | 349 | | |
| Payments to acquire businesses, net of cash acquired | | | — | | | — | | | (187) | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Balance at December 31, 2017 | | | $ | 2,673 | | $ | 207 | | $ | (6,757) | | $ | 12,668 | | $ | (469) | | $ | 27 | | $ | 8,349 | |
| Net income | | | — | | | — | | | — | | | 1,656 | | | — | | | 1 | | | 1,657 | | |
| Stock plans | | | (2) | | | 4 | | | 413 | | | — | | | — | | | — | | | 415 | | |
| | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
If we do not have significant influence, we use the cost method of accounting.
An excerpt. Shown here: 40 of 519 rewritten, 40 of 187 added and 40 of 138 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data. in the FY2021 filing and the FY2020 filing.
Item 9. (a). Controls and Procedures.
5 rewritten, 3 added, 0 removed, 8 unchanged
Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, [removed: 2020] [added: 2021] to provide reasonable assurance that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.
There has been no change in our internal control over financial reporting that occurred during the three months ended December 31, [removed: 2020] [added: 2021] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
See page [removed: 36] [added: 37] for Management’s Report on Internal Control Over Financial Reporting and page [removed: 39] [added: 38] for Report of Independent Registered Public Accounting Firm on its assessment of our internal control over financial reporting.
HAL [removed: 2020] [added: 2021] FORM 10-K | 68
| [Table of [removed: Contents](#i3e25192d1cb94ef78c1ab9682d7c9409_7)] [added: Contents](#if1eccfa35129478f8c036332bba2c034_7)] | | | Item 10 \| Directors, Executive Officers and Corporate Governance | | | | | |
Item 9(c).
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
Item 10. Directors, Executive Officers, and Corporate Governance.
3 rewritten, 0 added, 0 removed, 0 unchanged
The information required for the directors of the Registrant is incorporated by reference to the Halliburton Company Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders (File No. 001-03492) under the captions “Election of Directors” and “Involvement in Certain Legal Proceedings.” The information required for the executive officers of the Registrant is included under Part I on [removed: pages 6 through 7] [added: page 8] of this annual report.
The information required for a delinquent form required under Section 16(a) of the Securities Exchange Act of 1934 is incorporated by reference to the Halliburton Company Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders (File No. 001-03492) under the caption “Delinquent Section 16(a) Reports,” to the extent any disclosure is required.
The information for our code of ethics is incorporated by reference to the Halliburton Company Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders (File No. 001-03492) under the caption “Corporate Governance.” The information regarding our Audit Committee and the independence of its members, along with information about the audit committee financial expert(s) serving on the Audit Committee, is incorporated by reference to the Halliburton Company Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders (File No. 001-03492) under the caption “The Board of Directors and Standing Committees of Directors.”
Item 11. Executive Compensation.
1 rewritten, 0 added, 0 removed, 0 unchanged
This information is incorporated by reference to the Halliburton Company Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders (File No. 001-03492) under the captions “Compensation Discussion and Analysis,” “Compensation Committee Report,” “Summary Compensation Table,” “Grants of Plan-Based Awards in Fiscal [removed: 2020,”] [added: 2021,”] “Outstanding Equity Awards at Fiscal Year End [removed: 2020,” “2020] [added: 2021,” “2021] Option Exercises and Stock Vested,” [removed: “2020] [added: “2021] Nonqualified Deferred Compensation,” “Employment Contracts and Change-in-Control Arrangements,” “Post-Termination or Change-in-Control Payments,” “Equity Compensation Plan Information,” and “Directors’ Compensation.”
Item 12. (a). Security Ownership of Certain Beneficial Owners.
2 rewritten, 1 added, 0 removed, 7 unchanged
This information is incorporated by reference to the Halliburton Company Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders (File No. 001-03492) under the caption “Stock Ownership of Certain Beneficial Owners and Management.”
This information is incorporated by reference to the Halliburton Company Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders (File No. 001-03492) under the caption “Equity Compensation Plan Information.”
This information is incorporated by reference to the Halliburton Company Proxy Statement for our 2022 Annual Meeting of Shareholders (File No. 001-03492) under the caption “Stock Ownership of Certain Beneficial Owners and Management.”
Item 13. Certain Relationships and Related Transactions, and Director Independence.
1 rewritten, 0 added, 0 removed, 0 unchanged
This information is incorporated by reference to the Halliburton Company Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders (File No. 001-03492) under the caption “Corporate Governance” to the extent any disclosure is required, and under the caption “The Board of Directors and Standing Committees of Directors.”
Item 14. Principal Accounting Fees and Services.
3 rewritten, 0 added, 0 removed, 3 unchanged
This information is incorporated by reference to the Halliburton Company Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders (File No. 001-03492) under the caption “Fees Paid to KPMG LLP.” [added: Our independent registered public accounting firm is KPMG LLP, Houston, TX PCAOB ID:185.]
HAL [removed: 2020] [added: 2021] FORM 10-K | 69
| [Table of [removed: Contents](#i3e25192d1cb94ef78c1ab9682d7c9409_7)] [added: Contents](#if1eccfa35129478f8c036332bba2c034_7)] | | | | | | Item 15 \| Exhibits | | |
Item 15. Exhibits.
37 rewritten, 6 added, 4 removed, 200 unchanged
HAL [removed: 2020] [added: 2021] FORM 10-K | 70
| [Table of [removed: Contents](#i3e25192d1cb94ef78c1ab9682d7c9409_7)] [added: Contents](#if1eccfa35129478f8c036332bba2c034_7)] | | | | | | Item 15 \| Exhibits | | |
HAL [removed: 2020] [added: 2021] FORM 10-K | 71
HAL [removed: 2020] [added: 2021] FORM 10-K | 72
| † | | | 10.10 | | | [Halliburton Company Employee Stock Purchase Plan, as amended and restated effective February [removed: 24, 2015] [added: 17, 2021] (incorporated by reference to Appendix [removed: C] [added: B] of Halliburton’s proxy statement filed April [removed: 7, 2015,] [added: 6, 2021,] File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000130817915000113/lhal2015_def14a.htm#lhala031)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000130817921000173/lhal2021_def14a.pdf)] | | |
HAL [removed: 2020] [added: 2021] FORM 10-K | 73
| † | | | [removed: 10.22] [added: 10.29] | | | [Executive Agreement [removed: (Anne Lyn Beaty)] [added: (Eric J. Carre)] (incorporated by reference [removed: to] [added: as] Exhibit [removed: 10.1 to] [added: 10.46 of] Halliburton's Form [removed: 10-Q] [added: 10-K] for the [removed: quarter] [added: year] ended [removed: March] [added: December] 31, 2017, File No. [removed: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501217000091/hal_03312017-ex101.htm)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501218000059/hal_12312017-ex1046.htm)] | | |
| † | | | [removed: 10.23] [added: 10.22] | | | [Executive Agreement (Jeffrey A. Miller) (incorporated by reference to Exhibit 10.1 to Halliburton's Form 8-K filed June 5, 2017, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501217000117/executiveagreement_miller.htm) | | |
| † | | | [removed: 10.24] [added: 10.23] | | | [Halliburton Company Stock and Incentive Plan, as amended and restated [removed: effective](http://www.sec.gov/Archives/edgar/data/45012/000130817920000154/lhal2020_def14a.htm) [February](http://www.sec.gov/Archives/edgar/data/45012/000130817920000154/lhal2020_def14a.htm) [1](http://www.sec.gov/Archives/edgar/data/45012/000130817920000154/lhal2020_def14a.htm)[1](http://www.sec.gov/Archives/edgar/data/45012/000130817920000154/lhal2020_def14a.htm)[, 20](http://www.sec.gov/Archives/edgar/data/45012/000130817920000154/lhal2020_def14a.htm)[20](http://www.sec.gov/Archives/edgar/data/45012/000130817920000154/lhal2020_def14a.htm) [(incorporated] [added: effective February 17, 2021 (incorporated] by reference to Appendix A of Halliburton's proxy statement filed [removed: April](http://www.sec.gov/Archives/edgar/data/45012/000130817920000154/lhal2020_def14a.htm) [7](http://www.sec.gov/Archives/edgar/data/45012/000130817920000154/lhal2020_def14a.htm)[, 20](http://www.sec.gov/Archives/edgar/data/45012/000130817920000154/lhal2020_def14a.htm)[20](http://www.sec.gov/Archives/edgar/data/45012/000130817920000154/lhal2020_def14a.htm)[,] [added: April 6, 2021,] File No. [removed: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000130817920000154/lhal2020_def14a.htm)] [added: 001-03492](http://www.sec.gov/Archives/edgar/data/45012/000130817921000173/lhal2021_def14a.pdf)[.](http://www.sec.gov/Archives/edgar/data/45012/000130817921000173/lhal2021_def14a.pdf)] | | |
| † | | | [removed: 10.25] [added: 10.24] | | | [Form of Nonstatutory Stock Option Agreement (U.S.) (incorporated by reference as Exhibit 99.2 of Halliburton's Form S-8 filed May 17, 2019, Registration No. 333-231571).](http://www.sec.gov/Archives/edgar/data/45012/000004501219000093/formofnonstatstockoption_us.htm) | | |
| † | | | [removed: 10.26] [added: 10.25] | | | [Form of Nonstatutory Stock Option Agreement (International) (incorporated by reference as Exhibit 99.3 of Halliburton's Form S-8 filed May 17, 2019, Registration No. 333-231571).](http://www.sec.gov/Archives/edgar/data/45012/000004501219000093/formofnonstatstockoption_int.htm) | | |
| † | | | [removed: 10.27] [added: 10.26] | | | [Form of Restricted Stock Agreement (incorporated by reference as Exhibit [removed: 99.](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsaagreement.htm)[2](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsaagreement.htm)] [added: 99.](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsaagreement.htm)[3](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsaagreement.htm)] [of Halliburton's Form S-8 [removed: filed](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsaagreement.htm) [July](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsaagreement.htm) [](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsaagreement.htm)[24](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsaagreement.htm)[, 20](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsaagreement.htm)[20](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsaagreement.htm)[,] [added: filed July 2](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsaagreement.htm)[3](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsaagreement.htm)[, 202](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsaagreement.htm)[1](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsaagreement.htm)[,] Registration No. [removed: 333-2](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsaagreement.htm)[40075](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsaagreement.htm)[).](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsaagreement.htm)] [added: 333-](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsaagreement.htm)[25](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsaagreement.htm)[8123](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsaagreement.htm)[).](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsaagreement.htm)] | | |
| † | | | [removed: 10.28] [added: 10.27] | | | [Form of Restricted Stock Unit Agreement (International) (incorporated by reference as Exhibit [removed: 99.](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_int.htm)[3](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_int.htm)] [added: 99.](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-int.htm)[4](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-int.htm)] [of Halliburton's Form S-8 [removed: filed](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_int.htm) [July](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_int.htm) [24](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_int.htm)[,](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_int.htm) [](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_int.htm)[20](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_int.htm)[20](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_int.htm)[,] [added: filed July 2](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-int.htm)[3](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-int.htm)[, 202](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-int.htm)[1](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-int.htm)[,] Registration No. [removed: 333-2](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_int.htm)[40075](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_int.htm)[).](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_int.htm)] [added: 333-](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-int.htm)[258123](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-int.htm)[).](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-int.htm)] | | |
| † | | | [removed: 10.29] [added: 10.28] | | | [Form of Restricted Stock Unit Agreement (U.S. Expat) (incorporated by reference as Exhibit [removed: 99.](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_usexpat.htm)[4](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_usexpat.htm)] [added: 99.](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-usexpat.htm)[5](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-usexpat.htm)] [of Halliburton's Form S-8 [removed: filed](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_usexpat.htm) [July](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_usexpat.htm) [](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_usexpat.htm)[24](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_usexpat.htm)[, 20](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_usexpat.htm)[20](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_usexpat.htm)[,] [added: filed July 2](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-usexpat.htm)[3](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-usexpat.htm)[, 202](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-usexpat.htm)[1](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-usexpat.htm)[,] Registration No. [removed: 3](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_usexpat.htm)[3](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_usexpat.htm)[3-2](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_usexpat.htm)[40075](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_usexpat.htm)[).](http://www.sec.gov/Archives/edgar/data/45012/000004501220000091/formofrsuagreement_usexpat.htm)] [added: 333](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-usexpat.htm)[\-258123](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-usexpat.htm)[).](http://www.sec.gov/Archives/edgar/data/45012/000004501221000049/formofrsuagreement-usexpat.htm)] | | |
| † | | | 10.30 | | | [Executive Agreement [removed: (Eric] [added: (Lawrence] J. [removed: Carre)] [added: Pope)] (incorporated by reference as Exhibit [removed: 10.46] [added: 10.47] of Halliburton's Form 10-K for the year ended December 31, 2017, File No. [removed: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501218000059/hal_12312017-ex1046.htm)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501218000059/hal_12312017-ex1047.htm)] | | |
| † | | | [removed: 10.31] [added: 10.39] | | | [Executive Agreement [removed: (Lawrence J. Pope)] [added: (Van H. Beckwith)] (incorporated by reference as Exhibit [removed: 10.47] [added: 10.42] of [removed: Halliburton's] [added: Halliburton’s] Form 10-K for the year ended December 31, [removed: 2017,] [added: 2020,] File No. [removed: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501218000059/hal_12312017-ex1047.htm)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex1042.htm)] | | |
| † | | | [removed: 10.32] [added: 10.31] | | | [Executive Agreement (Lance Loeffler) (incorporated by reference as Exhibit 10.1 of Halliburton’s Form 8-K filed December 11, 2018, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501218000219/exloeffleremploymentagr.htm) | | |
| † | | | [removed: 10.33] [added: 10.32] | | | [Second Amendment dated January 1, 2019, to Halliburton Company Directors’ Deferred Compensation Plan, as amended and restated effective May 16, 2012 (incorporated by reference as Exhibit 10.47 of Halliburton's Form 10-K for the year ended December 31, 2018, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501219000044/hal12312018-ex1047.htm) | | |
| † | | | [removed: 10.34] [added: 10.33] | | | [Executive Agreement (Mark J. Richard) (incorporated by reference as Exhibit 10.48 of Halliburton’s Form 10-K for the year ended December 31, 2018, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501219000044/hal12312018-ex1048.htm) | | |
| † | | | [removed: 10.35] [added: 10.34] | | | [Halliburton Company Performance Unit Program, as amended and restated effective January 1, 2019 (incorporated by reference as Exhibit 10.8 of Halliburton's Form 10-Q for the quarter ended June 30, 2019, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501219000112/hal06302019-ex108.htm) | | |
HAL [removed: 2020] [added: 2021] FORM 10-K | 74
| | | | [removed: 10.36] [added: 10.35] | | | [U.S. $3,500,000,000 Five Year Revolving Credit Agreement among Halliburton, as Borrower, the Banks party thereto, and Citibank, N.A., as Agent (incorporated by reference to Exhibit 10.1 to Halliburton’s Form 8-K filed March 7, 2019, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501219000064/halentersfiveyearcredit.htm) | | |
| † | | | [removed: 10.37] [added: 10.36] | | | [Halliburton Company Supplemental Executive Retirement Plan, as amended and restated effective December 5, 2019 (incorporated by reference as Exhibit 10.41 of Halliburton's Form 10-K for the year ended December 31, 2019, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex1041.htm) | | |
| † | | | [removed: 10.38] [added: 10.37] | | | [Halliburton Company Benefit Restoration Plan, as amended and restated effective December 5, [removed: 2019](http://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex1042.htm) [](http://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex1042.htm)[(incorporated] [added: 2019 (incorporated] by reference as Exhibit [removed: 10.4](http://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex1042.htm)[2](http://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex1042.htm) [of] [added: 10.42 of] Halliburton's Form 10-K for the year ended December 31, 2019, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex1042.htm) | | |
| † | | | [removed: 10.39] [added: 10.38] | | | [Halliburton Elective Deferral Plan, as amended and restated effective December 5, 2019 (incorporated by reference as Exhibit 10.43 of Halliburton's Form 10-K for the year ended December 31, 2019, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex1043.htm) | | |
| [removed: †] | | | [removed: 10.40] [added: 4.30] | | | [removed: [First Amend](https://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex1044.htm)[ment dated December 5, 2019 to Halliburton Company Employee Stock Purchase Plan, as amended and restated effective February 24, 2015](https://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex1044.htm) [(incorporated] [added: [Description of Registrant's Securities (incorporated] by reference [removed: as] [added: to] Exhibit [removed: 10.4](https://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex1044.htm)[4](https://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex1044.htm) [of] [added: 4.30 to] Halliburton's Form 10-K for the year ended December 31, [removed: 2019,] [added: 2020,] File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex1044.htm)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex430.htm)] | | |
| *† | | | [removed: 10.42] [added: 10.40] | | | [Executive Agreement [removed: (Van H. Beckwith).](https://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex1042.htm)] [added: (Jill D. Sharp).](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex1040.htm)] | | |
| *† | | | [removed: 10.43] [added: 10.41] | | | [Form of Non-Management Director Restricted Stock Unit Agreement (Stock [removed: and Incentive Plan).](https://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex1043.htm)] [added: and](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex1041.htm) [Incentive Plan).](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex1041.htm)] | | |
| * | | | 21.1 | | | [Subsidiaries of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex211.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex211.htm)] | | |
| * | | | 23.1 | | | [Consent of KPMG [removed: LLP.](https://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex231.htm)] [added: LLP.](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex231.htm)] | | |
| * | | | 24.1 | | | [Powers of attorney for the following directors signed in January [removed: 202](https://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex241.htm)[1](https://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex241.htm)[:](https://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex241.htm)] [added: 202](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex241.htm)[2](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex241.htm)[:](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex241.htm)] | | |
| * | | | 31.1 | | | [Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex311.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex311.htm)] | | |
| * | | | 31.2 | | | [Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex312.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex312.htm)] | | |
| | | | 32.1 | | | [Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex321.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex321.htm)] | | |
| | | | 32.2 | | | [Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex322.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex322.htm)] | | |
HAL [removed: 2020] [added: 2021] FORM 10-K | 75
| * | | | 95 | | | [Mine Safety [removed: Disclosures.](https://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex95.htm)] [added: Disclosures.](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex95.htm)] | | |
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 15 \| Exhibits | | |
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 15 \| Exhibits | | |
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 15 \| Exhibits | | |
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 15 \| Exhibits | | |
| | | | | | | Bhavesh V. Patel | | |
| [Table of Contents](#if1eccfa35129478f8c036332bba2c034_7) | | | | | | Item 15 \| Exhibits | | |
| | | | | | | | | |
| * | | | 4.30 | | | [Description of Registrant's Securities.](https://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex430.htm) | | |
| | | | 10.41 | | | [Underwriting Agreement, dated February 19, 2020, among the Company and J.P. Morgan Securities LLC, Citigroup Global Markets Inc., HSBC Securities (USA) Inc. and Mizuho Securities USA LLC, as representatives of the several underwriters named therein (incorporated by reference to Exhibit 1.1 to Halliburton’s Form 8-K filed February 20, 2020, File No. 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000119312520043712/d889843dex11.htm) | | |
| | | | | | | Nance K. Dicciani | | |
Item 16. Form 10-K Summary.
5 rewritten, 2 added, 2 removed, 68 unchanged
HAL [removed: 2020] [added: 2021] FORM 10-K | 76
As required by Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has authorized this report to be signed on its behalf by the undersigned authorized individuals on this [removed: 5th] [added: 4th] day of February, [removed: 2021.][added: 2022.]
As required by the Securities Exchange Act of 1934, this report has been signed below by the following persons in the capacities indicated on this [removed: 5th] [added: 4th] day of February, [removed: 2021.][added: 2022.]
HAL [removed: 2020] [added: 2021] FORM 10-K | 77
HAL [removed: 2020] [added: 2021] FORM 10-K | 78
| * Bhavesh V. Patel | | | Director | | |
| Bhavesh V. Patel | | | | | |
| * Nance K. Dicciani | | | Director | | |
| Nance K. Dicciani | | | | | |