Halliburton (HAL) 10-K risk factor changes: FY2023 vs FY2022
The 2023-12-31 10-K against the 2022-12-31 one, compared heading by heading and sentence by sentence.
All filing items825 rewritten347 added179 removed1,654 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, 347 added, 179 removed, 825 rewritten and 1,654 unchanged across 17 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 FY2023; struck-through words were in FY2022. 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.
130 rewritten, 90 added, 52 removed, 193 unchanged
Since early 2020, world-wide oil and [added: natural] gas supply and demand imbalances and related volatility of oil and natural gas prices (including as a result of the COVID-19 pandemic) have resulted in dramatic fluctuations in oil and [added: natural] gas markets.
The international average rig count [removed: showed improvement in the second half of] [added: for 2023 increased 11% compared to] 2022.
Also, while we have been impacted by inflationary cost increases, primarily related to [removed: frac sand,] chemicals, cement, and logistics costs, we generally try to pass much of those increases on to our customers and we believe we have effective solutions [removed: that work] to minimize [removed: the] [added: their] operational impact.
See Note [removed: 2] [added: 10] to [removed: our] [added: the] consolidated financial statements for [removed: additional] [added: further] information.
[removed: ][added: ]
During [removed: 2022,] [added: 2023,] we generated total company revenue of [removed: $20.3] [added: $23.0] billion, a [removed: 33%] [added: 13%] increase from the [removed: $15.3] [added: $20.3] billion of revenue generated in [removed: 2021,] [added: 2022,] with our Completion and Production (C&P) segment revenue increasing by [removed: 38%] [added: 18%] and our Drilling and Evaluation (D&E) segment revenue increasing by [removed: 27%.][added: 7%.]
We reported total company operating income of approximately [removed: $2.7] [added: $4.1] billion in [removed: 2022,] [added: 2023,] compared to operating income of [removed: $1.8] [added: $2.7] billion in [removed: 2021.][added: 2022.]
HAL [removed: 2022] [added: 2023] FORM 10-K | 23
| [Table of [removed: Contents](#i25a3119f4a704506959f9f69b29f0d3b_7)] [added: Contents](#i62ba888e2d22410aa1670bccdb226cfc_7)] | | | | | | Item 7 \| Executive Overview | | |
Internationally, revenue improved [removed: 20%] [added: 17%] in [removed: 2022] [added: 2023] compared to [removed: 2021,] [added: 2022,] primarily driven by higher activity for drilling and completions related services in Latin [removed: America] [added: America, Africa,] and the [removed: Eastern Hemisphere,] [added: Middle East/Asia,] which [removed: were partly] [added: was partially] offset by our exit from Russia [removed: and lower activity] in the [removed: North Sea.][added: third quarter of 2022.]
In the first quarter of 2021, we announced our target to achieve [added: a] 40% reduction in [added: our] Scope 1 and 2 emissions by 2035 from the 2018 baseline.
During [removed: 2022,] [added: 2023,] we continued to execute on priorities we set [added: up] to help us progress toward our 2035 emissions reduction target.
As our customers have begun to invest more in [removed: reducing] emissions [removed: and developing projects focused on sustainable energy,] [added: reduction,] we have developed or are developing solutions intended to reduce our own carbon footprint while advancing our customers’ decarbonization efforts.
As the energy mix transition unfolds, we [removed: will continue to] seek to apply our expertise and products and services across different [removed: developing] parts of the energy [removed: mix transition.][added: value chain.]
We have also applied our experience and resources in sectors adjacent to our traditional oilfield services [removed: sectors,] [added: space,] including carbon [removed: capture] [added: capture, utilization,] and storage, hydrogen, and geothermal.
As of December 31, [removed: 2022,] [added: 2023,] Halliburton Labs had [removed: 21] [added: 32] participating companies and alumni.
Additionally, we published our [removed: 2021] [added: 2022] Annual and Sustainability Report (ASR) in [removed: March] [added: April] of [removed: 2022,] [added: 2023,] which details our strategy and progress on sustainability issues, as well as our efforts on increased environmental reporting transparency, including conducting a [removed: climate] [added: climate-risk] scenario analysis.
Information on our website, including the [removed: ASR report,] [added: ASR,] is not incorporated by reference into this Annual Report on Form 10-K.
HAL [removed: 2022] [added: 2023] FORM 10-K | 24
| [Table of [removed: Contents](#i25a3119f4a704506959f9f69b29f0d3b_7)] [added: Contents](#i62ba888e2d22410aa1670bccdb226cfc_7)] | | | | | | Item 7 \| Liquidity and Capital Resources | | |
[removed: As of December 31, 2022, we] [added: We] had $2.3 billion of cash and [removed: equivalents, compared to $3.0 billion] [added: equivalents as] of [removed: cash] [added: December 31, 2023] and [removed: equivalents at] December 31, [removed: 2021.][added: 2022, respectively.]
Significant sources and uses of cash in [removed: 2022][added: 2023]
- Cash flows from operating activities were [removed: $2.2] [added: $3.5] billion.
[removed: This included a negative impact from the primary components] [added: Working capital, which consists] of [removed: our working capital (receivables,] [added: receivables,] inventories, and accounts [removed: payable) of] [added: payable, collectively had] a [removed: net $941] [added: negative impact of $511] million, primarily [removed: associated with] [added: due to] increased receivables and inventory.
- Capital expenditures were [removed: $1.0] [added: $1.4] billion.
- We paid [removed: $435] [added: $576] million of dividends to our shareholders.
- We repurchased [removed: 6.8] [added: 22.7] million shares [added: of our common stock] for [removed: $250] [added: $800] million.
[removed: Capital] [added: We currently expect capital] spending for [removed: 2023 is currently expected] [added: 2024] to be [removed: within our target of] approximately [removed: 5-6%] [added: 6%] of revenue.
[removed: However, we] [added: We] will continue to maintain capital discipline and monitor the rapidly changing market dynamics, and we may adjust our capital spend accordingly.
In [removed: 2023,] [added: 2024,] we expect to pay approximately [removed: $897] [added: $518] million for contractual purchase obligations (with another [removed: $292] [added: $211] million due through [removed: 2025), $416] [added: 2026), $397] million of interest on debt, and [removed: approximately $333] [added: $391] million under our leasing arrangements.
See Note 6 and Note [removed: 9] [added: 10] to the consolidated financial statements for additional information on expected future payments under our leasing arrangements and debt maturities.
As of December 31, [removed: 2022,] [added: 2023,] we had [removed: $311] [added: $268] million of gross unrecognized tax benefits, excluding penalties and interest, of which we estimate [removed: $259] [added: $235] million may require us to make a cash payment.
We estimate that approximately [removed: $232] [added: $158] million of the cash payment will not be settled within the next 12 months.
While we maintain [removed: our] focus on liquidity and debt reduction, we are also focused on [removed: increasing] [added: providing] cash returns to our shareholders.
[removed: Our] [added: In January of 2023, our] Board approved a capital return framework with a goal of returning at least 50% of our annual free cash flow to shareholders through dividends and share repurchases.
In January [removed: of 2023,] [added: 2024,] we announced that our Board of Directors declared a dividend of [removed: $0.16] [added: $0.17] per common share for the first quarter of [removed: 2023,] [added: 2024,] or approximately [removed: $145 million.][added: $152 million in the aggregate.]
During [removed: 2022,] [added: 2023,] our quarterly dividend rate was [removed: $0.12] [added: $0.16] per common share, or approximately [removed: $109] [added: $144] million [removed: per quarter.][added: in the aggregate.]
Approximately [removed: $4.9] [added: $4.1] billion remained authorized for repurchases [added: under our program] as of December 31, [removed: 2022] [added: 2023] and may be used for open market and other share purchases.
We do not intend to incur additional debt in [removed: 2023,] [added: 2024,] as we believe our cash on hand and earnings from operations are sufficient to cover our obligations for the year.
HAL [removed: 2022] [added: 2023] FORM 10-K | 25
The volatility continued in 2023 as markets were impacted by central bank rate hikes, macroeconomic uncertainty, non-OPEC supply growth, and renewed geopolitical unrest in the Middle East.
In the U.S., oil and natural gas production in 2023 remained elevated, despite a generally declining rig count, as a result of the industry's focus on efficiencies, higher service intensity, and high-quality acreage.
Lower commodity pricing and U.S. land rig counts generally contributed to softness in the market for energy products and services in North America, particularly in natural gas basins during the second half of 2023.
Conversely, the international rig count showed steady growth in 2023 largely driven by national oil companies (NOCs) in the Middle East/Asia and Africa.
Globally, we continue to be impacted by increased supply chain lead times for the supply of select raw materials.
These increases were driven by increased demand for our products and services in all four of our geographic regions.
Our North America revenue increased 9% in 2023 compared to 2022, despite a 4% decrease in average rig count from 2022, resulting from higher pressure pumping and artificial lift activity in North America land, increased completion tool sales in the Gulf of Mexico, and improved fluid and wireline services across the region.
Our sustainability efforts were recognized in 2023 as we were named to the Dow Jones Sustainability North America Index for the third consecutive year.
The DJSI assesses the sustainability performances of companies using a transparent, rules-based process based on the annual S&P Global Corporate Sustainability Assessment (CSA), among its industry peers.
*•*We repurchased $300 million aggregate principal amounts of various series of our outstanding debt.
We believe this level of spend will allow us to invest in our key strategic technologies, including the construction and deployment of our Zeus electric fracturing systems in North America, our iStar Intelligent Drilling and Logging Platform, and our iCruise Intelligent Rotary Steerable System.
We returned $1.4 billion of capital to shareholders in 2023 through buybacks and dividends.
We may utilize share repurchases as part of our capital return framework.
We repurchased 22.7 million shares of common stock during the year ended December 31, 2023.
During the second quarter of 2023, we began our migration to SAP S4 which we expect to complete by the end of 2025.
The migration is estimated to cost approximately $250 million, of which we have incurred $51 million through December 31, 2023.
For 2024, we expect to spend approximately $120 million.
We believe the new system will enhance visibility to our operations and provide important efficiency benefits, cost savings, and advanced analytics that will benefit us and our customers.
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 7 \| Liquidity and Capital Resources | | |
During the fourth quarter of 2023, we entered into a credit default swap (“CDS”) with a third-party financial institution.
The notional amount of the CDS, which was $300 million at the end of January 2024, will reduce on a monthly basis over its 26-month term.
The CDS relates to a borrowing provided by the financial institution to one of our primary customers in Mexico, a portion of the proceeds of which was utilized by this customer to pay certain of our outstanding receivables.
As of the end of the year our long-term debt rating with Moody's remained A3 and short-term debt rating remained P-2, with a stable outlook.
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | Item 7 \| Business Environment and Results of Operations | | | | | |
Looking ahead, we expect oil and natural gas demand to continue to grow over the next several years as easing inflationary pressures across the Organization for Economic Co-operation and Development (OECD) countries increase the likelihood for central bank rate cuts, abating fears of a macroeconomic slowdown.
We believe long-term expansion of the global economy will continue to increase demands on all forms of energy.
We expect oil and natural gas remains a critical component of the global energy mix.
We believe that oil demand growth will be driven by resilient global economic growth and increases in transportation activity.
In addition, we think oil supply dynamics have fundamentally changed due to, among other things, investor return requirements, and regulatory initiatives adverse to oil and natural gas exploration and production and that promote alternative energy, any of which could limit supply growth.
We expect that increased production requirements will in turn create demand for our products and services.
Internationally, we expect oil and natural gas exploration and production activity to grow during 2024.
Although we anticipate regional differences in growth rates for 2024, we believe the Middle East/Asia regions will likely experience the greatest increases in activity, with other regions closely behind.
We expect growth in both onshore and offshore markets, as well as services related to carbon capture, utilization, and storage.
The “Short Term Energy Outlook” published by the United States Energy Information Administration (EIA) predicts that U.S. oil production will average 13.1 million barrels per day in 2024, an increase of 1% as compared to 2023.
As a result, we expect stable exploration and production activity levels in the U.S.
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| Total revenue | | | $ | 23,018 | | $ | 20,297 | | $ | 2,721 | | | | | 13 | | % |
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The volatility continued in 2022 as markets were impacted by inflationary pressures, changes to OPEC+ production levels, supply chain shortages, demand uncertainty, and geopolitical conflicts including Russia's invasion of and continued war with Ukraine.
The West Texas Intermediate (WTI) crude oil price averaged approximately $88 per barrel during the fourth quarter of 2022 and $96 per barrel for the full year of 2022.
The U.S. land average rig count continues to be below pre-pandemic levels, but showed improvement in each quarter of 2022.
The Brent crude oil price averaged $89 per barrel during the fourth quarter of 2022 and $101 per barrel for the full year of 2022.
Globally, we are being impacted by supply chain shortages and increased lead times as the post-pandemic recovery stressed both the supply of raw materials and transportation logistics.
As a result of Russia’s invasion of Ukraine, governments in the European Union, the United States, the United Kingdom, Switzerland, and other countries enacted new sanctions against Russia and Russian interests.
In order to comply with these sanctions, we ceased pursuing future business in Russia and began to wind down our remaining operations in Russia in March of 2022.
During the second quarter of 2022, we made the decision to sell our Russian operations and completed the sale in the third quarter of 2022.
We wrote down the disposal group to fair value less costs to sell, resulting in a pre-tax charge of $344 million during the second quarter of 2022.
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 average rig count during 2022.
Both of our segments were negatively impacted by our exit from Russia in the third quarter of 2022.
Our North America revenue increased 51% in 2022 compared to 2021, resulting from higher activity and pricing in North America land primarily associated with increased stimulation and well construction services.
North America average rig count increased 47% for 2022 as compared to the average rig count for 2021.
The international average rig count increased 13% for 2022 as compared to the average rig count for 2021.
Our sustainability efforts have been recognized as we were named to the 2022 Dow Jones Sustainability Indices (DJSI), which recognizes the top 10% most sustainable companies per industry.
The DJSI uses ESG criteria to measure and rank the performance of best-in-class companies selected for its list.
When compared to our peers, we ranked in the 98th percentile and received high marks in the Human Capital Development, Risk & Crisis Management, and Business Ethics categories.
*•*Debt repayments were $1.2 billion.
In February of 2022, we paid $641 million to redeem $600 million aggregate principal amount of our 3.8% senior notes due November 2025.
The payment also included the make-whole premium and accrued interest.
In September of 2022, we paid $603 million to redeem $600 million aggregate principal amount of our 3.5% senior notes due August 2023 at par.
The payment also included accrued interest.
We believe this level of spend will allow us to invest in our key strategic areas.
Additionally, during 2023, we generally expect that many of our customers in North America will continue their strategy of operating within their cash flows and generating returns rather than prioritizing production growth.
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According to the United States Energy Information Administration (EIA) January 2023 "Short Term Energy Outlook," the EIA expects Brent crude oil spot prices to average $83 per barrel for the full year of 2023, a decrease of approximately 18% over the full year of 2022 average price per barrel.
The EIA anticipates a further decline in prices to $78 per barrel for the full year of 2024 as they believe global oil inventories will build, applying downward pressure on crude oil prices.
The EIA expects the WTI crude oil spot prices to average $77 per barrel for the full year of 2023, a decrease of approximately 19% over the full year of 2022 average price per barrel.
The EIA's report projects Henry Hub natural gas prices to average $4.90 per MMBtu for the full year of 2023, an approximate 24% decrease over 2022 full year averages.
The EIA reported crude oil production in the United States averaged 11.9 million barrels per day in 2022 and expects production to average 12.4 million barrels per day in 2023, an approximate 4% increase.
In addition, the EIA expects crude oil production in the United States to rise to 12.8 million barrels per day in 2024.
We continue to expect that oil and gas demand will grow over the next several years, despite the actions taken by central banks in an attempt to control inflation by increasing interest rates and the resulting concern about a potential economic slowdown.
We believe the demand will be driven by economic expansion, energy security concerns, relaxed COVID restrictions in China, and population growth.
In addition, we think supply dynamics have fundamentally changed due to investor return requirements, publicly stated environmental, social, and governance commitments, and regulatory pressure, all of which resulted in low inventory levels (compared to historical levels) and production below expectations.
Internationally, we expect activity to grow at least 14-16% during 2023 with most new activity coming from the Middle East and Latin America, both in onshore and offshore markets.
In North America, we expect strong activity and anticipate customer spending to increase by at least 15% during 2023 as compared to 2022.
Project management activity increased in Latin America, India, and Saudi Arabia.
Higher artificial lift activity in North America land, along with additional wireline activity and well intervention services in North America land and the Gulf of Mexico, also contributed to this increase.
Latin America revenue was $3.2 billion in 2022, a 35% increase compared to 2021, resulting primarily from improvements across multiple product service lines in Mexico, Argentina, and Colombia, increased project management activity and well construction services in Ecuador, higher completion tool sales in Brazil and the Caribbean, additional pressure pumping activity in Brazil, and improved project management activity in Suriname.
An excerpt. Shown here: 40 of 130 rewritten, 40 of 90 added and 40 of 52 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 FY2023 filing and the FY2022 filing.
Item 1. (a). Risk Factors.
47 rewritten, 52 added, 4 removed, 233 unchanged
\- increased demand for alternative energy and use of electric [removed: vehicles and] [added: vehicles,] increased emphasis on [removed: decarbonization, including] [added: decarbonization (including] government initiatives, such as [removed: the variety of] tax credits [removed: contained in the U.S. Inflation Reduction Act of 2022,] [added: and government subsidies] to promote the use of renewable energy [removed: sources] [added: sources),] and public sentiment around alternatives to oil and [added: natural] gas.
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 10][added: 9]
| [Table of [removed: Contents](#i25a3119f4a704506959f9f69b29f0d3b_7)] [added: Contents](#i62ba888e2d22410aa1670bccdb226cfc_7)] | | | | | | Item 1(a) \| Risk Factors | | |
Some of the items that may impact our [removed: customer's] [added: customers’] capital spending include:
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 11][added: 10]
These customers may provide us with inaccurate [removed: information in relation to their reserves, which is a subjective process that involves location and volume estimation,] [added: or limited information,] that may result in cost over-runs, delays, and project losses.
Constraints in the supply of, prices for, and availability of transportation of raw materials [removed: can] [added: and electric power could] have a material adverse effect on our business and consolidated results of operations.
Raw materials essential to our operations and manufacturing, such as [removed: proppants (primarily sand),] [added: sand,] chemicals, metals, [removed: and] gels, [added: and electronic components (circuit boards),] are normally readily available.
These constraints [added: on raw materials and electric power] could have a material adverse effect on our business and consolidated results of operations.
In addition, price increases imposed by our vendors for raw materials and transportation providers used in our [removed: business, and the inability to pass these increases through to our customers,] [added: business] could have a material adverse effect on our business and consolidated results of [removed: operations.][added: operations if we are unable pass these increases through to our customers.]
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 12][added: 11]
Changes in, compliance with, or our failure to comply with laws in the countries in which we conduct business may negatively impact our ability to provide services in, make sales [removed: of equipment] to, and transfer personnel or equipment among some of those countries and could have a material adverse effect on our business and consolidated results of operations.
In the countries in which we conduct business, we are subject to multiple and, at times, inconsistent regulatory regimes, including those that govern our use of radioactive materials, explosives, and chemicals in [removed: the course of] our operations.
Changes in, compliance with, or our failure to comply with these laws may negatively impact our ability to provide services in, make sales [removed: of equipment] to, and transfer personnel or equipment among some of the countries in which we operate and could have a material adverse effect on our business and consolidated results of operations.
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 13][added: 12]
Legislation and/or regulations have been adopted [removed: in] [added: by] many [removed: U.S.] states [added: in the U.S.] that require additional disclosure regarding chemicals used in the hydraulic fracturing process but that generally include protections for proprietary information.
[removed: Local jurisdictions in some] [added: Some] states [added: and some local jurisdictions] have adopted ordinances that restrict or in certain cases prohibit the use of hydraulic fracturing, although many of these ordinances have been challenged and some have been overturned.
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 14][added: 13]
[added: For example,] The President of the United States has issued Executive Orders [added: and other directives] seeking to adopt new regulations and policies to address climate change and to suspend, revise, or rescind prior agency actions that the administration identified as conflicting with its climate policies.
[removed: All of these changes] [added: Changes and uncertainties resulting from proposed regulations and its actions with respect to leasing and other actions] could have a negative effect on exploration and production of oil and natural gas and, consequently, negatively impact the demand for our products and services.
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 15][added: 14]
[removed: In addition, our] [added: Our] tax returns are subject to examination by the U.S. [added: Internal Revenue Service (IRS)] and other tax authorities and governmental bodies.
There can be no assurance as to the outcome of the [removed: examinations.][added: NOPA or other tax examinations and audits.]
[removed: An] [added: Adverse outcomes resulting from examinations of our tax returns, including the NOPA, an] increase in tax [removed: rates,] [added: rates in a jurisdiction where we generate substantial income,] particularly in the U.S., [added: or] changes in our ability to realize our deferred tax [removed: assets, or adverse outcomes resulting from examinations of our tax returns] [added: assets] could have a material adverse effect on our business, consolidated results of operations, and consolidated financial condition.
We are exposed to risks inherent in doing business in each of the countries [added: and regions] in which we operate.
Our operations are subject to various risks unique to each country [added: and region] that could have a material adverse effect on our business, consolidated results of operations, and consolidated financial condition.
With respect to any particular [removed: country,] [added: country or region,] these risks may include:
- civil unrest, acts of terrorism, war, and other armed [removed: conflict;][added: conflict, such as the ongoing actions in Ukraine, Israel, and the broader Middle East;]
For example, due to the unsettled political conditions in many oil-producing [removed: countries,] [added: countries and regions,] our operations, revenue, and profits are subject to the adverse consequences of war, terrorism, civil unrest, strikes, currency controls, and governmental actions.
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, [added: cause disruption of shipping and supply chain operations,] disrupt financial and commercial markets, including the supply of and pricing for oil and natural gas, and generate greater political and economic instability in some of the geographic areas in which we operate.
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 16][added: 15]
We use these technologies for internal and operational purposes, including data storage, processing, and transmissions, as well as in our interactions with [removed: our business associates, such as] customers and suppliers.
Our digital technologies and services, and those of our [removed: business associates,] [added: customers and suppliers,] are subject to the risk of [removed: cyberattacks] [added: cybersecurity incidents] and, given the nature of such [removed: attacks,] [added: incidents,] some [removed: incidents] can remain undetected for a period of time despite efforts to detect and respond to them in a timely manner.
We routinely monitor our systems for [removed: cyber] [added: cybersecurity] threats and have processes in place to detect and remediate vulnerabilities.
Nevertheless, we have experienced occasional [removed: cyberattacks] [added: cybersecurity incidents] and attempted breaches [removed: over] [added: in] the [removed: past year,] [added: past,] including attacks resulting from phishing emails and malware infections.
We responded to and mitigated the impact of these [removed: incidents.][added: attacks.]
Even if we successfully defend our own digital technologies and services, we also rely on our [removed: business associates,] [added: customers and suppliers,] with whom we may share data and services, to [removed: defend] [added: protect] their digital technologies and services [removed: against attack.][added: from cybersecurity incidents.]
No [removed: known leakage of] [added: unauthorized access to] material financial, technical, or customer data occurred as a result of [removed: cyberattacks] [added: cybersecurity attacks] against us and none of the [removed: incidents] [added: attacks] mentioned above had a material adverse effect on our business, operations, reputation, or consolidated results of operations or consolidated financial condition.
If our systems, or our [removed: business associates'] [added: customers’ or suppliers’] systems, for protecting against cybersecurity [removed: risks] [added: incidents] prove not to be sufficient, we could be adversely affected by, among other things: loss of or damage to intellectual property, proprietary or confidential information, or customer, supplier, or employee data; interruption of our business operations; and increased costs required to prevent, respond to, or mitigate cybersecurity [removed: attacks.][added: incidents.]
These risks could harm our reputation and our relationships with our [removed: business associates,] customers, employees, [added: suppliers] and other third parties, and may result in claims against us.
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1(a) \| Risk Factors | | |
Our business depends on the supply and availability of raw and essential materials.
In addition, as we increase the roll-out of our Zeus electric fracturing systems, we might face challenges to source sufficient electric power or there might not be adequate infrastructure to support the operation of our systems.
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1(a) \| Risk Factors | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1(a) \| Risk Factors | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1(a) \| Risk Factors | | |
\- the production, storage, transportation and use of chemicals;
Also, in January 2024, the President of the United States paused approvals for pending and future applications to export liquified natural gas from new projects.
During this pause, the Department of Energy will conduct a review of the economic and environmental impacts of projects seeking approval to export LNG to Europe and Asia.
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1(a) \| Risk Factors | | |
Our U.S. federal income tax filings for tax years 2016 through 2022 are currently under review or remain open for review by the IRS.
As of December 31, 2023, the primary unresolved issue for the IRS audit for 2016 relates to the classification of the $3.5 billion ordinary deduction that we claimed for the termination fee we paid to Baker Hughes in the second quarter of 2016 for which we received a Notice of Proposed Adjustment (NOPA) from the IRS on September 28, 2023.
In December 2023, we initiated the IRS administrative appeals process and we do not expect a final resolution of the NOPA in the next 12 months.
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1(a) \| Risk Factors | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1(a) \| Risk Factors | | |
During 2023, we experienced these conditions in Argentina and though we have been able to develop processes to repatriate cash when we believe it is appropriate to do so, we have incurred losses from devaluation of the local currency and from repatriating cash.
We expect restrictions on currency repatriation to continue in Argentina during 2024.
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1(a) \| Risk Factors | | |
Item 1(c).
Cybersecurity.
We maintain a cyber risk management program designed to identify, assess, manage, mitigate, and respond to cybersecurity threats.
An analysis of the impact, likelihood, and management preparedness of cybersecurity threats to our strategic priorities is integrated into our enterprise risk management program and enterprise risk assessment process.
This provides cross-functional and geographical visibility, as well as executive leadership oversight, to address and mitigate associated risks.
We engage our internal IT audit group to audit our information security programs, and the results are reported to our executive management and the Audit Committee of our Board of Directors.
We also engage third party firms to identify, assess, and manage cybersecurity risks in alignment with cybersecurity standards, including the National Institute of Standards and Technology (NIST) Cyber Security Framework, NIST 800-53, NIST 800-82, and International Electrotechnical Commission 62443.
In managing material risks from cybersecurity threats, we require that a security and technical architecture review is conducted for all new software and applications, and for all changes to the underlying information technology (IT) infrastructure that manages, processes, stores, or transmits our data or data of our customers, vendors, suppliers, joint ventures, or employees.
Any deviations from our IT security policies and standards are assessed by our IT Security Governance team.
Any critical and high-risk levels that are identified are then documented and reported to relevant key stakeholders.
Our policies and procedures also address the oversight, identification, and mitigation of cybersecurity risks associated with our use of third-party service providers.
Our policy requires that each third-party service provider go through a mandatory IT Security Governance review and obtain formal approval by our IT Security Governance group before it can be used.
We have an Incident Response Plan that defines and documents procedures for assessing, identifying, and managing a cybersecurity incident.
This plan requires an Incident Manager to determine whether a cybersecurity incident has occurred and to communicate such findings to the Incident Response Team.
In the event there is a cyber security incident, the Incident Manager and the Incident Response Team will assess the cybersecurity incident’s impact as the basis for assigning a preliminary severity rating.
The Incident Manager then provides the Chief Information Security Officer (CISO) with a summary and preliminary severity rating and the CISO subsequently notifies the Chief Information Officer (CIO) as appropriate.
Cyber Incident Response Leadership, which is comprised of the CIO, CISO, and Incident Manager, assesses situational information and business impact to confirm the preliminary severity rating assessment.
The CIO and CISO are responsible for communicating incidents to other members of management as appropriate.
Were a cybersecurity incident to occur that was determined to be material by our management and Cyber Incident Response Leadership, they would notify our Board of Directors.
Should any incidents occur that have a preliminary severity rating of high or critical, our Cyber Incident Response Leadership would confer with our Cybersecurity Disclosure Committee to determine whether to report the cybersecurity incident in our public filings.
Aside from more immediate reporting of material incidents to our Board of Directors as described above, our CISO provides our Board of Directors an update on cybersecurity during each of its quarterly meetings.
This update includes metrics on the effectiveness of technical and human security controls, cybersecurity training program compliance, internal and third-party cybersecurity incidents, and cybersecurity risks.
Four states (New York, Maryland, Vermont, and Washington) have banned the use of high volume hydraulic fracturing, Oregon has adopted a five-year moratorium, and Colorado has enacted legislation providing local governments with regulatory authority over hydraulic fracturing operations.
The Executive Orders halting the leasing of U.S. federal lands were challenged in court and, in August 2022, a federal judge in Louisiana issued a permanent injunction against the temporary halt to the leasing of federal lands for oil and gas drilling.
As a result of the review of leasing and permitting practices, the U.S. Department of the Interior recommended increasing the royalty rate payable to the U.S. government by operators, as well as bonding requirements and emissions requirements for operators.
The Biden Administration resumed selling leases to drill for oil and gas on federal lands in April 2022, but with an 80% reduction in the number of acres offered and an increase in the royalties companies must pay to drill.
An excerpt. Shown here: 40 of 47 rewritten, 40 of 52 added and all 4 removed. The counts are complete. For every sentence, read Item 1. (a). Risk Factors. in the FY2023 filing and the FY2022 filing.
Item 3. Legal Proceedings.
1 rewritten, 0 added, 0 removed, 1 unchanged
Legal Proceedings is included in Note [removed: 10] [added: 11] to the consolidated financial statements.
Cover and table of contents
113 rewritten, 37 added, 23 removed, 255 unchanged
For the fiscal year ended December 31, [removed: 2022][added: 2023]
The aggregate market value of Halliburton Company Common Stock held by non-affiliates on June 30, [removed: 2022,] [added: 2023,] determined using the per share closing price on the New York Stock Exchange Composite tape of [removed: $31.36] [added: $32.99] on that date, was approximately [removed: $25.2] [added: $22.5] billion.
As of January [removed: 31, 2023,] [added: 30, 2024,] there were [removed: 904,081,200] [added: 890,101,601] shares of Halliburton Company Common Stock, $2.50 par value per share, outstanding.
Portions of the Halliburton Company Proxy Statement for our [removed: 2023] [added: 2024] 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: 2022][added: 2023]
| [Item [removed: 1.](#i25a3119f4a704506959f9f69b29f0d3b_13)] [added: 1.](#i62ba888e2d22410aa1670bccdb226cfc_13)] | | | [removed: [Business](#i25a3119f4a704506959f9f69b29f0d3b_13)] [added: [Business](#i62ba888e2d22410aa1670bccdb226cfc_13)] | | | [removed: [1](#i25a3119f4a704506959f9f69b29f0d3b_13)] [added: [1](#i62ba888e2d22410aa1670bccdb226cfc_13)] | | |
| [Item [removed: 1(a).](#i25a3119f4a704506959f9f69b29f0d3b_16)] [added: 1(a).](#i62ba888e2d22410aa1670bccdb226cfc_16)] | | | [Risk [removed: Factors](#i25a3119f4a704506959f9f69b29f0d3b_16)] [added: Factors](#i62ba888e2d22410aa1670bccdb226cfc_16)] | | | [removed: [10](#i25a3119f4a704506959f9f69b29f0d3b_16)] [added: [9](#i62ba888e2d22410aa1670bccdb226cfc_16)] | | |
| [Item [removed: 1(b).](#i25a3119f4a704506959f9f69b29f0d3b_19)] [added: 1(b).](#i62ba888e2d22410aa1670bccdb226cfc_19)] | | | [Unresolved Staff [removed: Comments](#i25a3119f4a704506959f9f69b29f0d3b_19)] [added: Comments](#i62ba888e2d22410aa1670bccdb226cfc_19)] | | | [removed: [20](#i25a3119f4a704506959f9f69b29f0d3b_19)] [added: [19](#i62ba888e2d22410aa1670bccdb226cfc_19)] | | |
| [Item [removed: 2.](#i25a3119f4a704506959f9f69b29f0d3b_22)] [added: 2.](#i62ba888e2d22410aa1670bccdb226cfc_22)] | | | [removed: [Properties](#i25a3119f4a704506959f9f69b29f0d3b_22)] [added: [Properties](#i62ba888e2d22410aa1670bccdb226cfc_22)] | | | [removed: [20](#i25a3119f4a704506959f9f69b29f0d3b_22)] [added: [20](#i62ba888e2d22410aa1670bccdb226cfc_22)] | | |
| [Item [removed: 3.](#i25a3119f4a704506959f9f69b29f0d3b_25)] [added: 3.](#i62ba888e2d22410aa1670bccdb226cfc_25)] | | | [Legal [removed: Proceedings](#i25a3119f4a704506959f9f69b29f0d3b_25)] [added: Proceedings](#i62ba888e2d22410aa1670bccdb226cfc_25)] | | | [removed: [20](#i25a3119f4a704506959f9f69b29f0d3b_25)] [added: [20](#i62ba888e2d22410aa1670bccdb226cfc_25)] | | |
| [Item [removed: 4.](#i25a3119f4a704506959f9f69b29f0d3b_28)] [added: 4.](#i62ba888e2d22410aa1670bccdb226cfc_28)] | | | [Mine Safety [removed: Disclosures](#i25a3119f4a704506959f9f69b29f0d3b_28)] [added: Disclosures](#i62ba888e2d22410aa1670bccdb226cfc_28)] | | | [removed: [20](#i25a3119f4a704506959f9f69b29f0d3b_28)] [added: [20](#i62ba888e2d22410aa1670bccdb226cfc_28)] | | |
| [Item [removed: 5.](#i25a3119f4a704506959f9f69b29f0d3b_34)] [added: 5.](#i62ba888e2d22410aa1670bccdb226cfc_34)] | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i25a3119f4a704506959f9f69b29f0d3b_34)] [added: Securities](#i62ba888e2d22410aa1670bccdb226cfc_34)] | | | [removed: [21](#i25a3119f4a704506959f9f69b29f0d3b_34)] [added: [21](#i62ba888e2d22410aa1670bccdb226cfc_34)] | | |
| [Item [removed: 6.](#i25a3119f4a704506959f9f69b29f0d3b_37)] [added: 6.](#i62ba888e2d22410aa1670bccdb226cfc_37)] | | | [removed: ([Reserved](#i25a3119f4a704506959f9f69b29f0d3b_37))] [added: ([Reserved](#i62ba888e2d22410aa1670bccdb226cfc_37))] | | | [removed: [22](#i25a3119f4a704506959f9f69b29f0d3b_37)] [added: [22](#i62ba888e2d22410aa1670bccdb226cfc_37)] | | |
| [Item [removed: 7.](#i25a3119f4a704506959f9f69b29f0d3b_40)] [added: 7.](#i62ba888e2d22410aa1670bccdb226cfc_40)] | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i25a3119f4a704506959f9f69b29f0d3b_40)] [added: Operations](#i62ba888e2d22410aa1670bccdb226cfc_40)] | | | [removed: [23](#i25a3119f4a704506959f9f69b29f0d3b_40)] [added: [23](#i62ba888e2d22410aa1670bccdb226cfc_40)] | | |
| | | | [Executive [removed: Overview](#i25a3119f4a704506959f9f69b29f0d3b_43)] [added: Overview](#i62ba888e2d22410aa1670bccdb226cfc_43)] | | | [removed: [23](#i25a3119f4a704506959f9f69b29f0d3b_43)] [added: [23](#i62ba888e2d22410aa1670bccdb226cfc_43)] | | |
| | | | [Liquidity and Capital [removed: Resources](#i25a3119f4a704506959f9f69b29f0d3b_46)] [added: Resources](#i62ba888e2d22410aa1670bccdb226cfc_46)] | | | [removed: [25](#i25a3119f4a704506959f9f69b29f0d3b_46)] [added: [25](#i62ba888e2d22410aa1670bccdb226cfc_46)] | | |
| | | | [Business Environment and Results of [removed: Operations](#i25a3119f4a704506959f9f69b29f0d3b_49)] [added: Operations](#i62ba888e2d22410aa1670bccdb226cfc_49)] | | | [removed: [27](#i25a3119f4a704506959f9f69b29f0d3b_49)] [added: [27](#i62ba888e2d22410aa1670bccdb226cfc_49)] | | |
| | | | [Results of Operations in 2022 Compared to [removed: 2021](#i25a3119f4a704506959f9f69b29f0d3b_52)] [added: 2021](#i62ba888e2d22410aa1670bccdb226cfc_55)] | | | [removed: [29](#i25a3119f4a704506959f9f69b29f0d3b_52)] [added: [32](#i62ba888e2d22410aa1670bccdb226cfc_55)] | | |
| | | | [Critical Accounting [removed: Estimates](#i25a3119f4a704506959f9f69b29f0d3b_58)] [added: Estimates](#i62ba888e2d22410aa1670bccdb226cfc_58)] | | | [removed: [32](#i25a3119f4a704506959f9f69b29f0d3b_58)] [added: [33](#i62ba888e2d22410aa1670bccdb226cfc_58)] | | |
| | | | [Financial Instrument Market [removed: Risk](#i25a3119f4a704506959f9f69b29f0d3b_61)] [added: Risk](#i62ba888e2d22410aa1670bccdb226cfc_61)] | | | [removed: [34](#i25a3119f4a704506959f9f69b29f0d3b_61)] [added: [35](#i62ba888e2d22410aa1670bccdb226cfc_61)] | | |
| | | | [Environmental [removed: Matters](#i25a3119f4a704506959f9f69b29f0d3b_64)] [added: Matters](#i62ba888e2d22410aa1670bccdb226cfc_64)] | | | [removed: [35](#i25a3119f4a704506959f9f69b29f0d3b_64)] [added: [36](#i62ba888e2d22410aa1670bccdb226cfc_64)] | | |
| | | | [Forward-Looking [removed: Information](#i25a3119f4a704506959f9f69b29f0d3b_67)] [added: Information](#i62ba888e2d22410aa1670bccdb226cfc_67)] | | | [removed: [35](#i25a3119f4a704506959f9f69b29f0d3b_67)] [added: [36](#i62ba888e2d22410aa1670bccdb226cfc_67)] | | |
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| [Item [removed: 9(c).](#i25a3119f4a704506959f9f69b29f0d3b_190)] [added: 9(c).](#i62ba888e2d22410aa1670bccdb226cfc_190)] | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i25a3119f4a704506959f9f69b29f0d3b_190)] [added: Inspections](#i62ba888e2d22410aa1670bccdb226cfc_190)] | | | [removed: [69](#i25a3119f4a704506959f9f69b29f0d3b_190)] [added: [70](#i62ba888e2d22410aa1670bccdb226cfc_190)] | | |
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| [Item [removed: 12(b).](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: 12(b).](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | | [Security Ownership of [removed: Management](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: Management](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | | [removed: [70](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: [71](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | |
| [Item [removed: 12(c).](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: 12(c).](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | | [Changes in [removed: Control](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: Control](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | | [removed: [70](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: [71](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | |
| [Item [removed: 12(d).](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: 12(d).](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | | [Securities Authorized for Issuance Under Equity Compensation [removed: Plans](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: Plans](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | | [removed: [70](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: [71](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | |
| [Item [removed: 13.](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: 13.](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: Independence](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | | [removed: [70](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: [71](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | |
| [Item [removed: 14.](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: 14.](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | | [Principal Accounting Fees and [removed: Services](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: Services](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | | [removed: [70](#i25a3119f4a704506959f9f69b29f0d3b_193)] [added: [71](#i62ba888e2d22410aa1670bccdb226cfc_193)] | | |
| [Item [removed: 15.](#i25a3119f4a704506959f9f69b29f0d3b_199)] [added: 15.](#i62ba888e2d22410aa1670bccdb226cfc_199)] | | | [removed: [Exhibits](#i25a3119f4a704506959f9f69b29f0d3b_199)] [added: [Exhibits](#i62ba888e2d22410aa1670bccdb226cfc_199)] | | | [removed: [71](#i25a3119f4a704506959f9f69b29f0d3b_199)] [added: [72](#i62ba888e2d22410aa1670bccdb226cfc_199)] | | |
| [Item [removed: 16.](#i25a3119f4a704506959f9f69b29f0d3b_202)] [added: 16.](#i62ba888e2d22410aa1670bccdb226cfc_202)] | | | [Form 10-K [removed: Summary](#i25a3119f4a704506959f9f69b29f0d3b_202)] [added: Summary](#i62ba888e2d22410aa1670bccdb226cfc_202)] | | | [removed: [77](#i25a3119f4a704506959f9f69b29f0d3b_202)] [added: [77](#i62ba888e2d22410aa1670bccdb226cfc_202)] | | |
| [removed: [SIGNATURES](#i25a3119f4a704506959f9f69b29f0d3b_205)] [added: [SIGNATURES](#i62ba888e2d22410aa1670bccdb226cfc_205)] | | | | | | [removed: [78](#i25a3119f4a704506959f9f69b29f0d3b_205)] [added: [78](#i62ba888e2d22410aa1670bccdb226cfc_205)] | | |
| [Table of [removed: Contents](#i25a3119f4a704506959f9f69b29f0d3b_7)] [added: Contents](#i62ba888e2d22410aa1670bccdb226cfc_7)] | | | | | | Item 1 \| Business | | |
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).
| [Item 1(c).](#i62ba888e2d22410aa1670bccdb226cfc_1974) | | | [Cyber](#i62ba888e2d22410aa1670bccdb226cfc_1974)[s](#i62ba888e2d22410aa1670bccdb226cfc_1974)[ecurity](#i62ba888e2d22410aa1670bccdb226cfc_1974) | | | [19](#i62ba888e2d22410aa1670bccdb226cfc_19) | | |
| | | | [Results of Operations in 2023 Compared to 2022](#i62ba888e2d22410aa1670bccdb226cfc_52) | | | [29](#i62ba888e2d22410aa1670bccdb226cfc_52) | | |
2023 Highlights
*\- Shareholder returns*: We returned $1.4 billion of capital to shareholders through buybacks and dividends, which is consistent with our capital returns framework.
\- *Sustainability and energy mix transition*:
- Named to the Dow Jones Sustainability North America Index (DJSI), the third consecutive year.
DJSI assesses the sustainability performance of companies using a transparent, rules-based process based on the annual S&P Global Corporate Sustainability Assessment;
- Provided services in carbon capture and storage.
2024 Focus
*\- Shareholder returns*: Return over 50% of annual free cash flow to shareholders through dividends and share repurchases.
- Develop and deploy solutions to help lower the carbon intensity of our customers' businesses;
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1 \| Business | | |
\- Multi-Chem: provides customized specialty chemicals and services for completion, production, midstream, and downstream to optimize flow assurance and integrity.
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1 \| Business | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1 \| Business | | |
Halliburton invests in local workforce development with the aim of a positive impact on communities where we work.
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1 \| Business | | |
In 2023, we saw a 14% increase in female candidates on leadership succession charts compared to 2022.
This is especially meaningful since 84% of our employees responded to the survey.
In 2023, we focused on risk management and leadership visits.
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1 \| Business | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1 \| Business | | |
| | | | Senior Vice President, Eurasia, Europe, and Sub-Saharan Africa Region of Halliburton Company, January 2018 to December 2019 | | | | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 1 \| Business | | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| | | | Bhavesh V. Patel | | | President of Standard Industries | | |
| | | | | | | | | |
| | | | Maurice S. Smith | | | President, Chief Executive Officer, and Vice Chair, Health Care Service Corporation | | |
| | | | | | | | | |
| | | | Janet L. Weiss | | | Former President of BP Alaska | | |
| | | | | | | | | |
| | | | [Results of Operations in 2021 Compared to 2020](#i25a3119f4a704506959f9f69b29f0d3b_55) | | | [31](#i25a3119f4a704506959f9f69b29f0d3b_55) | | |
| | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
We are proud of our over 100 years of operation, innovation, collaboration, and execution.
2022 Highlights
\- *Sustainability and energy mix transition*: We were named to the Dow Jones Sustainability Index (DJSI), which recognizes the top 10% most sustainable companies per industry.
The DJSI uses environmental, social and governance (ESG) criteria to measure and rank the performance of best-in-class companies selected for its list.
When compared to our peers, we ranked in the 98th percentile and received high marks in the Human Capital Development, Risk & Crisis Management, and Business Ethics categories.
2023 Focus
- Develop and deploy solutions to help oil and gas operators lower their emissions while also using our existing technologies in renewable energy applications;
It also provides customized specialty oilfield completion, production, and downstream water and process treatment chemicals and services.
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.
*Diversity, equity, and inclusion*
Our Code of Business Conduct describes our commitment to diversity, equity, and inclusion, which is supported by our recruitment and employment practices.
It is a priority to continue to increase the diversity of our workforce, both in general and in leadership positions.
Furthermore, we strive to increase the percentage of local nationals that we employ in each region of operations to better communicate with local customers and other contractors, share knowledge of the culture and values of the local population, improve local economies, and make our workforce more representative of the populations where we provide our services.
In 2022, 13% of our workforce and 13% of our managers, which includes employees with job levels of supervisor, coordinator and above, were female.
In 2022, we saw a 31% increase in female candidates on replacement charts since 2020.
In 2022, we focused on risk management, refreshed primary scorecard metrics, and continued the evolution of our incident investigation program.
In addition, we have engineered a process that uses ultraviolet light to control the growth of bacteria in hydraulic fracturing fluids, allowing customers to minimize the use of chemical biocides.
| | | | Member of the Board of Directors, President and Chief Executive Officer of Halliburton Company, June 2017 to December 2018 | | | | | |
| | | | Bhavesh V. Patel | | | Chief Executive Officer of W.R. Grace | | |
HAL 2022 FORM 10-K | 9
An excerpt. Shown here: 40 of 113 rewritten, all 37 added and all 23 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2023 filing and the FY2022 filing.
Item 2. Properties.
2 rewritten, 0 added, 0 removed, 7 unchanged
We also have numerous small facilities that include sales, project, [removed: and] support offices, and bulk storage facilities throughout the world.
–*Completion and Production:* Arbroath, United Kingdom; Duncan, Oklahoma; Johor Bahru, Malaysia; Jubail, Saudi Arabia; Lafayette, Louisiana; [added: Tulsa, Oklahoma;] and Singapore
Item 4. Mine Safety Disclosures.
2 rewritten, 0 added, 0 removed, 5 unchanged
HAL [removed: 2022] [added: 2023] FORM 10-K | 20
| [Table of [removed: Contents](#i25a3119f4a704506959f9f69b29f0d3b_7)] [added: Contents](#i62ba888e2d22410aa1670bccdb226cfc_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.
11 rewritten, 7 added, 8 removed, 13 unchanged
[added: Financial Statements and Supplementary Data."] The declaration and payment of future dividends will be at the discretion of the Board of Directors and will depend on, among other things, future earnings, general financial condition and liquidity, success in business activities, capital requirements, and general business conditions.
The following graph and table compare total shareholder return on our common stock for the five-year period ended December 31, [removed: 2022,] [added: 2023,] 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: 2017] [added: 2018] and the reinvestment of all dividends.
[removed: ][added: ]
| | | | [removed: 2017 | | |] 2018 | | | 2019 | | | 2020 | | | 2021 | | | 2022 | | | [added: 2023 | | |]
HAL [removed: 2022] [added: 2023] FORM 10-K | 21
| [Table of [removed: Contents](#i25a3119f4a704506959f9f69b29f0d3b_7)] [added: Contents](#i62ba888e2d22410aa1670bccdb226cfc_7)] | | | Item 5 \| Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | | | | | |
At January [removed: 31, 2023,] [added: 30, 2024,] we had [removed: 10,161] [added: 9,706] shareholders of record.
The following table is a summary of repurchases of our common stock during the three-month period ended December 31, [removed: 2022.][added: 2023.]
| (a) | | | Of the [removed: 6,966,920] [added: 6,793,940] shares purchased during the three-month period ended December 31, [removed: 2022, 182,305] [added: 2023, 205,442] were acquired from employees in connection with the settlement of income tax and related benefit withholding obligations arising from vesting in restricted stock grants. 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 [removed: $4.9] [added: $4.1] billion remained authorized for repurchases as of December 31, [removed: 2022.] [added: 2023.] From the inception of this program in February 2006 through December 31, [removed: 2022,] [added: 2023,] we repurchased approximately [removed: 231] [added: 253] million shares of our common stock for a total cost of approximately [removed: $9.3] [added: $10.1] billion. | | | | | | | | | | | | | | |
| Halliburton | | | $ | 100.00 | | $ | 95.05 | | $ | 74.91 | | $ | 91.38 | | $ | 159.46 | | $ | 149.16 | |
| Philadelphia Oil Service Index (OSX) | | | 100.00 | | | 99.45 | | | 57.61 | | | 69.55 | | | 112.32 | | | 114.47 | | |
| Standard & Poor’s 500 ® Index | | | 100.00 | | | 131.49 | | | 155.68 | | | 200.37 | | | 164.08 | | | 207.21 | | |
| October 1 - 31 | | | | | | 1,474,942 | | | $40.61 | | | 1,431,000 | | | $4,241,905,197 | | |
| November 1 - 30 | | | | | | 2,807,954 | | | $38.30 | | | 2,783,140 | | | $4,135,330,879 | | |
| December 1 - 31 | | | | | | 2,511,044 | | | $36.00 | | | 2,374,358 | | | $4,050,012,812 | | |
| Total | | | | | | 6,793,940 | | | $37.96 | | | 6,588,498 | | | | | |
Financial Statements and Supplementary Data".
| Halliburton | | | $ | 100.00 | | $ | 55.43 | | $ | 52.27 | | $ | 41.35 | | $ | 49.74 | | $ | 87.30 | |
| Philadelphia Oil Service Index (OSX) | | | 100.00 | | | 54.78 | | | 54.48 | | | 31.56 | | | 38.10 | | | 61.53 | | |
| Standard & Poor’s 500 ® Index | | | 100.00 | | | 95.62 | | | 125.72 | | | 148.85 | | | 191.58 | | | 156.88 | | |
| October 1 - 31 | | | | | | 346,900 | | | $35.74 | | | 337,500 | | | $5,087,863,791 | | |
| November 1 - 30 | | | | | | 4,044,166 | | | $37.31 | | | 4,015,334 | | | $4,938,012,529 | | |
| December 1 - 31 | | | | | | 2,575,854 | | | $36.29 | | | 2,431,781 | | | $4,850,008,094 | | |
| Total | | | | | | 6,966,920 | | | $36.85 | | | 6,784,615 | | | | | |
Item 6. (Reserved)
2 rewritten, 0 added, 0 removed, 2 unchanged
HAL [removed: 2022] [added: 2023] FORM 10-K | 22
| [Table of [removed: Contents](#i25a3119f4a704506959f9f69b29f0d3b_7)] [added: Contents](#i62ba888e2d22410aa1670bccdb226cfc_7)] | | | | | | Item 7 \| Executive Overview | | |
Item 8. Financial Statements and Supplementary Data.
427 rewritten, 140 added, 68 removed, 714 unchanged
| [Management’s Report on Internal Control Over Financial [removed: Reporting](#i25a3119f4a704506959f9f69b29f0d3b_76)] [added: Reporting](#i62ba888e2d22410aa1670bccdb226cfc_76)] | | | [removed: [38](#i25a3119f4a704506959f9f69b29f0d3b_76)] [added: [39](#i62ba888e2d22410aa1670bccdb226cfc_76)] | | | | | |
| [Reports of Independent Registered Public Accounting [removed: Firm](#i25a3119f4a704506959f9f69b29f0d3b_79)] [added: Firm](#i62ba888e2d22410aa1670bccdb226cfc_79)] | | | [removed: [39](#i25a3119f4a704506959f9f69b29f0d3b_79)] [added: [40](#i62ba888e2d22410aa1670bccdb226cfc_79)] | | | | | |
| [Consolidated Statements of Operations for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020](#i25a3119f4a704506959f9f69b29f0d3b_82)] [added: 2021](#i62ba888e2d22410aa1670bccdb226cfc_82)] | | | [removed: [42](#i25a3119f4a704506959f9f69b29f0d3b_82)] [added: [43](#i62ba888e2d22410aa1670bccdb226cfc_82)] | | | | | |
| [Consolidated Statements of Comprehensive [removed: Income (Loss) for] [added: Income](#i62ba888e2d22410aa1670bccdb226cfc_85) [for] the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020](#i25a3119f4a704506959f9f69b29f0d3b_85)] [added: 2021](#i62ba888e2d22410aa1670bccdb226cfc_85)] | | | [removed: [43](#i25a3119f4a704506959f9f69b29f0d3b_85)] [added: [44](#i62ba888e2d22410aa1670bccdb226cfc_85)] | | | | | |
| [Consolidated Balance Sheets at December 31, [removed: 2022] [added: 2023] and [removed: 2021](#i25a3119f4a704506959f9f69b29f0d3b_88)] [added: 2022](#i62ba888e2d22410aa1670bccdb226cfc_88)] | | | [removed: [44](#i25a3119f4a704506959f9f69b29f0d3b_88)] [added: [45](#i62ba888e2d22410aa1670bccdb226cfc_88)] | | | | | |
| [Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020](#i25a3119f4a704506959f9f69b29f0d3b_91)] [added: 2021](#i62ba888e2d22410aa1670bccdb226cfc_91)] | | | [removed: [45](#i25a3119f4a704506959f9f69b29f0d3b_91)] [added: [46](#i62ba888e2d22410aa1670bccdb226cfc_91)] | | | | | |
| [Consolidated Statements of Shareholders’ Equity for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020](#i25a3119f4a704506959f9f69b29f0d3b_94)] [added: 2021](#i62ba888e2d22410aa1670bccdb226cfc_94)] | | | [removed: [46](#i25a3119f4a704506959f9f69b29f0d3b_94)] [added: [47](#i62ba888e2d22410aa1670bccdb226cfc_94)] | | | | | |
| [Note 1. Description of Company and Significant Accounting [removed: Policies](#i25a3119f4a704506959f9f69b29f0d3b_100)] [added: Policies](#i62ba888e2d22410aa1670bccdb226cfc_100)] | | | [removed: [47](#i25a3119f4a704506959f9f69b29f0d3b_100)] [added: [48](#i62ba888e2d22410aa1670bccdb226cfc_100)] | | | | | |
| [Note 2. Impairments and Other [removed: Charges](#i25a3119f4a704506959f9f69b29f0d3b_103)] [added: Charges](#i62ba888e2d22410aa1670bccdb226cfc_103)] | | | [removed: [50](#i25a3119f4a704506959f9f69b29f0d3b_103)] [added: [51](#i62ba888e2d22410aa1670bccdb226cfc_103)] | | | | | |
| [Note 3. Business Segment and Geographic [removed: Information](#i25a3119f4a704506959f9f69b29f0d3b_106)] [added: Information](#i62ba888e2d22410aa1670bccdb226cfc_106)] | | | [removed: [50](#i25a3119f4a704506959f9f69b29f0d3b_106)] [added: [51](#i62ba888e2d22410aa1670bccdb226cfc_106)] | | | | | |
| [Note 4. [removed: Revenue](#i25a3119f4a704506959f9f69b29f0d3b_112)] [added: Revenue](#i62ba888e2d22410aa1670bccdb226cfc_112)] | | | [removed: [52](#i25a3119f4a704506959f9f69b29f0d3b_112)] [added: [53](#i62ba888e2d22410aa1670bccdb226cfc_112)] | | | | | |
| [Note 5. [removed: Receivables](#i25a3119f4a704506959f9f69b29f0d3b_118)] [added: Receivables](#i62ba888e2d22410aa1670bccdb226cfc_118)] | | | [removed: [53](#i25a3119f4a704506959f9f69b29f0d3b_118)] [added: [54](#i62ba888e2d22410aa1670bccdb226cfc_118)] | | | | | |
| [Note 6. [removed: Leases](#i25a3119f4a704506959f9f69b29f0d3b_124)] [added: Leases](#i62ba888e2d22410aa1670bccdb226cfc_124)] | | | [removed: [54](#i25a3119f4a704506959f9f69b29f0d3b_124)] [added: [55](#i62ba888e2d22410aa1670bccdb226cfc_124)] | | | | | |
| [Note 7. [removed: Inventories](#i25a3119f4a704506959f9f69b29f0d3b_127)] [added: Inventories](#i62ba888e2d22410aa1670bccdb226cfc_127)] | | | [removed: [56](#i25a3119f4a704506959f9f69b29f0d3b_127)] [added: [57](#i62ba888e2d22410aa1670bccdb226cfc_127)] | | | | | |
| [removed: [Note 8.] [added: [Note](#i62ba888e2d22410aa1670bccdb226cfc_130) [9](#i62ba888e2d22410aa1670bccdb226cfc_130)[.] Property, Plant and [removed: Equipment](#i25a3119f4a704506959f9f69b29f0d3b_130)] [added: Equipment](#i62ba888e2d22410aa1670bccdb226cfc_130)] | | | [removed: [56](#i25a3119f4a704506959f9f69b29f0d3b_130)] [added: [57](#i62ba888e2d22410aa1670bccdb226cfc_130)] | | | | | |
| [removed: [Note 9. Debt](#i25a3119f4a704506959f9f69b29f0d3b_136)] [added: [Note](#i62ba888e2d22410aa1670bccdb226cfc_136) [10](#i62ba888e2d22410aa1670bccdb226cfc_136)[. Debt](#i62ba888e2d22410aa1670bccdb226cfc_136)] | | | [removed: [57](#i25a3119f4a704506959f9f69b29f0d3b_136)] [added: [58](#i62ba888e2d22410aa1670bccdb226cfc_136)] | | | | | |
| [Note [removed: 10.] [added: 1](#i62ba888e2d22410aa1670bccdb226cfc_142)[1](#i62ba888e2d22410aa1670bccdb226cfc_142)[.] Commitments and [removed: Contingencies](#i25a3119f4a704506959f9f69b29f0d3b_142)] [added: Contingencies](#i62ba888e2d22410aa1670bccdb226cfc_142)] | | | [removed: [57](#i25a3119f4a704506959f9f69b29f0d3b_142)] [added: [59](#i62ba888e2d22410aa1670bccdb226cfc_142)] | | | | | |
| [Note [removed: 11.] [added: 1](#i62ba888e2d22410aa1670bccdb226cfc_145)[2](#i62ba888e2d22410aa1670bccdb226cfc_145)[.] Income [removed: Taxes](#i25a3119f4a704506959f9f69b29f0d3b_145)] [added: Taxes](#i62ba888e2d22410aa1670bccdb226cfc_145)] | | | [removed: [58](#i25a3119f4a704506959f9f69b29f0d3b_145)] [added: [59](#i62ba888e2d22410aa1670bccdb226cfc_145)] | | | | | |
| [Note [removed: 12.] [added: 1](#i62ba888e2d22410aa1670bccdb226cfc_148)[3](#i62ba888e2d22410aa1670bccdb226cfc_148)[.] Shareholders’ [removed: Equity](#i25a3119f4a704506959f9f69b29f0d3b_148)] [added: Equity](#i62ba888e2d22410aa1670bccdb226cfc_148)] | | | [removed: [60](#i25a3119f4a704506959f9f69b29f0d3b_148)] [added: [62](#i62ba888e2d22410aa1670bccdb226cfc_148)] | | | | | |
| [Note [removed: 13.] [added: 1](#i62ba888e2d22410aa1670bccdb226cfc_151)[4](#i62ba888e2d22410aa1670bccdb226cfc_151)[.] Stock-based [removed: Compensation](#i25a3119f4a704506959f9f69b29f0d3b_151)] [added: Compensation](#i62ba888e2d22410aa1670bccdb226cfc_151)] | | | [removed: [61](#i25a3119f4a704506959f9f69b29f0d3b_151)] [added: [63](#i62ba888e2d22410aa1670bccdb226cfc_151)] | | | | | |
| [Note [removed: 14.] [added: 1](#i62ba888e2d22410aa1670bccdb226cfc_157)[5](#i62ba888e2d22410aa1670bccdb226cfc_157)[.] Income per [removed: Share](#i25a3119f4a704506959f9f69b29f0d3b_157)] [added: Share](#i62ba888e2d22410aa1670bccdb226cfc_157)] | | | [removed: [64](#i25a3119f4a704506959f9f69b29f0d3b_157)] [added: [65](#i62ba888e2d22410aa1670bccdb226cfc_157)] | | | | | |
| [Note [removed: 15.] [added: 1](#i62ba888e2d22410aa1670bccdb226cfc_160)[6](#i62ba888e2d22410aa1670bccdb226cfc_160)[.] Financial Instruments and Risk [removed: Management](#i25a3119f4a704506959f9f69b29f0d3b_160)] [added: Management](#i62ba888e2d22410aa1670bccdb226cfc_160)] | | | [removed: [64](#i25a3119f4a704506959f9f69b29f0d3b_160)] [added: [66](#i62ba888e2d22410aa1670bccdb226cfc_160)] | | | | | |
| [Note [removed: 16.] [added: 1](#i62ba888e2d22410aa1670bccdb226cfc_166)[7](#i62ba888e2d22410aa1670bccdb226cfc_166)[.] Retirement [removed: Plans](#i25a3119f4a704506959f9f69b29f0d3b_166)] [added: Plans](#i62ba888e2d22410aa1670bccdb226cfc_166)] | | | [removed: [66](#i25a3119f4a704506959f9f69b29f0d3b_166)] [added: [67](#i62ba888e2d22410aa1670bccdb226cfc_166)] | | | | | |
| [Note [removed: 17.] [added: 1](#i62ba888e2d22410aa1670bccdb226cfc_175)[8](#i62ba888e2d22410aa1670bccdb226cfc_175)[.] New Accounting [removed: Pronouncements](#i25a3119f4a704506959f9f69b29f0d3b_175)] [added: Pronouncements](#i62ba888e2d22410aa1670bccdb226cfc_175)] | | | [removed: [68](#i25a3119f4a704506959f9f69b29f0d3b_175)] [added: [69](#i62ba888e2d22410aa1670bccdb226cfc_175)] | | | | | |
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 37][added: 38]
| [Table of [removed: Contents](#i25a3119f4a704506959f9f69b29f0d3b_73)] [added: Contents](#i62ba888e2d22410aa1670bccdb226cfc_73)] | | | | | | | | |
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: 2022] [added: 2023] 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: 2022,] [added: 2023,] our internal control over financial reporting is effective.
The effectiveness of Halliburton’s internal control over financial reporting as of December 31, [removed: 2022] [added: 2023] has been audited by KPMG LLP, an independent registered public accounting firm, as stated in their report that is included herein.
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 38][added: 39]
We have audited the accompanying consolidated balance sheets of Halliburton Company and subsidiaries (the Company) as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of operations, comprehensive [removed: income (loss), shareholders’ equity, and] [added: income,] cash flows [added: and shareholders' equity] for each of the years in the three-year period ended December 31, [removed: 2022,] [added: 2023,] 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: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, [removed: 2022,] [added: 2023,] 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: 2022,] [added: 2023,] 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: 7, 2023] [added: 6, 2024] expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
As discussed in Notes 1 and [removed: 11] [added: 12] to the consolidated financial statements, the Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the financial statements.
As of December 31, [removed: 2022,] [added: 2023,] the Company had gross deferred tax assets of [removed: $3.7] [added: $3.6] billion and a related valuation allowance of $0.8 billion.
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 39][added: 40]
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 40][added: 41]
We have audited Halliburton Company and subsidiaries' (the Company) internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control* \- *Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control* \- *Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of operations, comprehensive [removed: income (loss), shareholders' equity, and] [added: income,] cash flows [added: and shareholders' equity] for each of the years in the three-year period ended December 31, [removed: 2022,] [added: 2023,] and the related notes (collectively, the consolidated financial statements), and our report dated February [removed: 7, 2023] [added: 6, 2024] expressed an unqualified opinion on those consolidated financial statements.
| [Note 8. Accounts Payable](#i62ba888e2d22410aa1670bccdb226cfc_1946) | | | [57](#i62ba888e2d22410aa1670bccdb226cfc_127) | | | | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_73) | | | | | | | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_73) | | | | | | | | |
February 6, 2024
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_73) | | | | | | | | |
February 6, 2024
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_73) | | | | | | | | |
| SAP S4 upgrade expense | | | | | | 51 | | | — | | | — | | |
| Interest expense, net of interest income of $81, $29, and $9 | | | | | | (395) | | | (463) | | | (520) | | |
| Loss on Blue Chip Swap transactions | | | | | | (110) | | | — | | | — | | |
| Argentina currency impact | | | | | | (131) | | | (30) | | | 6 | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_73) | | | | | | | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_73) | | | | | | | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_73) | | | | | | | | |
| Net income | | | | | | $ | 2,662 | | $ | 1,595 | | $ | 1,468 | |
| Purchases of investment securities | | | | | | (492) | | | (75) | | | (5) | | |
| Sales of investment securities | | | | | | 131 | | | — | | | — | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_73) | | | | | | | | |
| Net income | | | | | | — | | | — | | | — | | | 2,638 | | | — | | | 24 | | | 2,662 | | |
| Other comprehensive loss | | | | | | — | | | — | | | — | | | — | | | (101) | | | — | | | (101) | | |
| Stock plans | | | | | | (1) | | | 13 | | | 368 | | | (98) | | | — | | | — | | | 282 | | |
| Balance at December 31, 2023 | | | | | | $ | 2,663 | | $ | 63 | | $ | (5,540) | | $ | 12,536 | | $ | (331) | | $ | 42 | | $ | 9,433 | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_73) | | | Item 8 \| Notes to Consolidated Financial Statements | | | | | |
| Balance at December 31, 2023: | | | $ | 2,032 | | $ | 818 | | $ | 2,850 | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_73) | | | Item 8 \| Notes to Consolidated Financial Statements | | | | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_73) | | | Item 8 \| Notes to Consolidated Financial Statements | | | | | |
During the year ended December 31, 2023, there were no amounts recorded in impairment and other charges.
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_73) | | | Item 8 \| Notes to Consolidated Financial Statements | | | | | |
| SAP S4 upgrade expense | | | | | | (51) | | | — | | | — | | |
| Loss on Blue Chip Swap transactions (c) | | | | | | (110) | | | — | | | — | | |
| Argentina currency impact (d) | | | | | | (131) | | | (30) | | | 6 | | |
| Loss on early extinguishment of debt | | | | | | — | | | (42) | | | — | | |
| Other, net | | | | | | (84) | | | (62) | | | (34) | | |
| (c) | | | The Central Bank of Argentina maintains currency controls that limit our ability to access U.S. dollars in Argentina and remit cash from our Argentine operations. Our execution of certain trades, known as Blue Chip Swaps, which effectively results in a parallel U.S. dollar exchange rate, resulted in a $110 million pre-tax loss for the year ended December 31, 2023. | | | | | | | | | | | |
| (d) | | | For the year ended December 31, 2023, we incurred a loss of $131 million due to the devaluation of the currency in Argentina. | | | | | | | | | | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_73) | | | Item 8 \| Notes to Consolidated Financial Statements | | | | | |
| *Millions of dollars* | | | | | | 2023 | | | 2022 | | |
| *Millions of dollars* | | | 2023 | | | 2022 | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_73) | | | Item 8 \| Notes to Consolidated Financial Statements | | | | | |
| *Millions of dollars* | | | 2023 | | | 2022 | | | 2021 | | |
February 7, 2023
| Interest expense, net of interest income of $117, $60, and $38 | | | | | | (375) | | | (469) | | | (505) | | |
| Proceeds from issuance of long-term debt, net | | | | | | — | | | — | | | 994 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance at December 31, 2019 | | | | | | $ | 2,669 | | $ | 143 | | $ | (6,427) | | $ | 11,989 | | $ | (362) | | $ | 13 | | $ | 8,025 | |
| Net income (loss) | | | | | | — | | | — | | | — | | | (2,945) | | | — | | | 3 | | | (2,942) | | |
| Stock plans | | | | | | (3) | | | (143) | | | 506 | | | (75) | | | — | | | — | | | 285 | | |
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Balance at December 31, 2020: | | | $ | 1,973 | | $ | 831 | | $ | 2,804 | |
For the year ended December 31, 2020, the $2.6 billion of long-lived asset impairments consisted of the following: $1.0 billion attributable to hydraulic fracturing equipment, the majority of which was located in North America; $297 million related to drilling-related services equipment; $191 million related to right-of-use assets, primarily operating leases; $131 million related to intangible assets; and $394 million associated with other fixed asset impairments.
Also included in "Long-lived asset impairments" was $616 million for a fair value adjustment on real estate properties held for sale, primarily related to a contemplated structured transaction for our North America real estate assets due to specific assets with a fair value less than the carrying amount.
Inventory costs and write-downs for 2020 in the table above primarily represent disposal of excess inventory, including drilling fluids and other chemicals, and write-downs in which some of our inventory cost exceeded its market value.
During the year ended December 31, 2021, we completed a structured transaction relating to most of our owned United States real estate, which resulted in an increase of our operating right-of-use assets and operating lease liabilities of $276 million.
See Note 2 to the consolidated financial statements for further discussion on the structured transaction.
| 2023 | | | $ | 270 | | $ | 63 | |
| 2024 | | | 185 | | | 60 | | |
| 2025 | | | 133 | | | 52 | | |
| Thereafter | | | 561 | | | 15 | | |
| Less imputed interest | | | (318) | | | (117) | | |
| Total | | | 16,008 | | | 15,768 | | |
| 3.5% senior notes due August 2023 | | | — | | | 600 | | |
| Total | | | 7,928 | | | 9,138 | | |
| Short-term borrowings and current maturities of long-term debt | | | — | | | (11) | | |
3.5% senior notes due August 2023 redemption
In September of 2022, we redeemed the entire $600 million outstanding principal amount of our 3.5% senior notes due August 2023 at par.
On April 27, 2022, we entered into a $3.5 billion five-year revolving credit facility which replaced our $3.5 billion revolving credit facility established in March of 2019.
The decrease in our valuation allowances results from increased future years’ forecasted taxable income before the expiration of foreign tax credits and net operating losses as a direct result of improved energy market conditions that led to the release of approximately $519 million valuation allowance on foreign tax credits.
During the year ended December 31, 2022, we decreased our valuation allowance on deferred tax assets by $64 million attributable to a $221 million decrease associated with foreign deferred tax assets and a $157 million increase primarily associated with foreign tax credits.
In addition, we had approximately $1 billion of foreign tax credits carryforwards, the majority of which will begin expiring in tax years after 2024.
| 2023-2027 | | | $ | 2 | | $ | 67 | | $ | 524 | | $ | — | | $ | 593 | |
| 2028-2032 | | | 8 | | | 66 | | | 488 | | | — | | | 562 | | |
| 2033-2042 | | | 33 | | | 93 | | | — | | | 219 | | | 345 | | |
| Non-Expiring | | | 20 | | | 441 | | | — | | | — | | | 461 | | |
| | | | $ | 63 | | $ | 667 | | $ | 1,012 | | $ | 219 | | $ | 1,961 | |
| Balance at January 1, 2020 | | | | | | $ | 425 | | | | | $ | 70 | |
| Balance at December 31, 2020 | | | | | | $ | 355 | | | | | $ | 71 | |
| Outstanding at January 1, 2022 | | | 24.2 | | | $ | 40.42 | | | | | | | |
| Exercised | | | (5.3) | | | 28.63 | | | | | | | | |
| Forfeited/expired | | | (0.7) | | | 38.93 | | | | | | | | |
An excerpt. Shown here: 40 of 427 rewritten, 40 of 140 added and 40 of 68 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data. in the FY2023 filing and the FY2022 filing.
Item 9. (a). Controls and Procedures.
5 rewritten, 0 added, 0 removed, 11 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: 2022] [added: 2023] 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: 2022] [added: 2023] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
See page [removed: 38] [added: 39] for Management’s Report on Internal Control Over Financial Reporting and page [removed: 39] [added: 40] for Report of Independent Registered Public Accounting Firm on its assessment of our internal control over financial reporting.
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 69][added: 70]
| [Table of [removed: Contents](#i25a3119f4a704506959f9f69b29f0d3b_7)] [added: Contents](#i62ba888e2d22410aa1670bccdb226cfc_7)] | | | Item 10 \| Directors, Executive Officers and Corporate Governance | | | | | |
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: 2023] [added: 2024] 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 directors and executive officers of the Registrant is included under Part I on pages [removed: 8] [added: 7] and [removed: 9] [added: 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: 2023] [added: 2024] 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: 2023] [added: 2024] Annual Meeting of Shareholders (File No. 001-03492) under the caption “Corporate Governance.” The information regarding [added: procedures by which security holders may recommend nominees to the registrant's board of directors is incorporated by reference to the Halliburton Company Proxy Statement for] our [added: 2024 Annual Meeting of Shareholders (File No. 001-03492) under the caption “Shareholder Nominations of Directors.” 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: 2023] [added: 2024] 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: 2023] [added: 2024] 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: 2022,”] [added: 2023,”] “Outstanding Equity Awards at Fiscal Year End [removed: 2022,” “2022] [added: 2023,” “2023] Option Exercises and Stock Vested,” [removed: “2022] [added: “2023] Nonqualified Deferred Compensation,” “Employment Contracts and Change-in-Control Arrangements,” “Post-Termination or Change-in-Control Payments,” “Equity Compensation Plan Information,” “Directors’ [removed: Compensation,”] [added: Compensation”] and [removed: “Pay Versus Performance.”][added: “CEO Pay Ratio.”]
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: 2023] [added: 2024] 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: 2023] [added: 2024] 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 2024 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: 2023] [added: 2024] 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: 2023] [added: 2024] Annual Meeting of Shareholders (File No. 001-03492) under the caption “Fees Paid to KPMG LLP.” Our independent registered public accounting firm is KPMG LLP, Houston, TX PCAOB ID:185.
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 70][added: 71]
| [Table of [removed: Contents](#i25a3119f4a704506959f9f69b29f0d3b_7)] [added: Contents](#i62ba888e2d22410aa1670bccdb226cfc_7)] | | | | | | Item 15 \| Exhibits | | |
Item 15. Exhibits.
60 rewritten, 6 added, 19 removed, 149 unchanged
| | | | 3.1 | | | [removed: [Restated Certificate] [added: [Amended and Restated](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm) [Certificate] of Incorporation of Halliburton Company filed with the Secretary of State of Delaware on [removed: May 30, 2006 (incorporated] [added: May](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm) [17](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm)[, 20](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm)[23](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm) [(incorporated] by reference to Exhibit 3.1 to Halliburton’s [removed: Form 8-K filed June 5, 2006,] [added: Form](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm) [10](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm)[\-](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm)[Q](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm) [](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm)[for the](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm) [](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm)[quarter ended](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm) [June 30,](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm) [](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm)[2023](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm)[,] File No. [removed: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501206000247/restatedcertofincorp.htm)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm)] | | |
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 71][added: 72]
| [Table of [removed: Contents](#i25a3119f4a704506959f9f69b29f0d3b_7)] [added: Contents](#i62ba888e2d22410aa1670bccdb226cfc_7)] | | | | | | Item 15 \| Exhibits | | |
| | | | 4.12 | | | [Form of note of 7.6% debentures due 2096 (included as Exhibit A to Exhibit [removed: 4.14 above).](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_27.txt)] [added: 4.1](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_27.txt)[1](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_27.txt)[).](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_27.txt)] | | |
| | | | 4.14 | | | [Form of Global Note for Halliburton’s 6.70% Senior Notes due 2038 (included as part of Exhibit [removed: 4.16).](http://www.sec.gov/Archives/edgar/data/45012/000095013408016534/h60310exv4w2.htm)] [added: 4.1](http://www.sec.gov/Archives/edgar/data/45012/000095013408016534/h60310exv4w2.htm)[3](http://www.sec.gov/Archives/edgar/data/45012/000095013408016534/h60310exv4w2.htm)[).](http://www.sec.gov/Archives/edgar/data/45012/000095013408016534/h60310exv4w2.htm)] | | |
| | | | 4.16 | | | [Form of Global Note for Halliburton’s 7.45% Senior Notes due 2039 (included as part of Exhibit [removed: 4.18).](http://www.sec.gov/Archives/edgar/data/45012/000095012909000861/h66138exv4w2.htm)] [added: 4.1](http://www.sec.gov/Archives/edgar/data/45012/000095012909000861/h66138exv4w2.htm)[5](http://www.sec.gov/Archives/edgar/data/45012/000095012909000861/h66138exv4w2.htm)[).](http://www.sec.gov/Archives/edgar/data/45012/000095012909000861/h66138exv4w2.htm)] | | |
| | | | 4.18 | | | [Form of Global Note for Halliburton’s 4.50% Senior Notes due 2041 (included as part of Exhibit [removed: 4.20).](http://www.sec.gov/Archives/edgar/data/45012/000095012311098305/h85653exv4w2.htm)] [added: 4.](http://www.sec.gov/Archives/edgar/data/45012/000095012311098305/h85653exv4w2.htm)[17](http://www.sec.gov/Archives/edgar/data/45012/000095012311098305/h85653exv4w2.htm)[).](http://www.sec.gov/Archives/edgar/data/45012/000095012311098305/h85653exv4w2.htm)] | | |
| | | | 4.20 | | | [Form of Global Note for Halliburton’s 4.75% Senior Notes due 2043 (included as part of Exhibit [removed: 4.23).](http://www.sec.gov/Archives/edgar/data/45012/000119312513319110/d577675dex42.htm)] [added: 4.](http://www.sec.gov/Archives/edgar/data/45012/000119312513319110/d577675dex42.htm)[19](http://www.sec.gov/Archives/edgar/data/45012/000119312513319110/d577675dex42.htm)[).](http://www.sec.gov/Archives/edgar/data/45012/000119312513319110/d577675dex42.htm)] | | |
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 72][added: 73]
| | | | 4.22 | | | [Form of Global Note for Halliburton’s 3.800% Senior Notes due 2025 (included as part of Exhibit [removed: 4.26).](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)] [added: 4.2](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)[1](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)[).](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)] | | |
| | | | 4.23 | | | [Form of Global Note for Halliburton’s 4.850% Senior Notes due 2035 (included as part of Exhibit [removed: 4.26).](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)] [added: 4.2](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)[1](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)[).](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)] | | |
| | | | 4.24 | | | [Form of Global Note for Halliburton’s 5.000% Senior Notes due 2045 (included as part of Exhibit [removed: 4.26).](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)] [added: 4.2](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)[1](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)[).](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)] | | |
| [added: †] | | | [removed: 4.25] [added: 10.28] | | | [removed: [Description of Registrant's Securities] [added: [Halliburton Elective Deferral Plan, as amended and restated effective December 5, 2019] (incorporated by reference [removed: to] [added: as] Exhibit [removed: 4.30 to] [added: 10.43 of] Halliburton's Form 10-K for the year ended December 31, [removed: 2020,] [added: 2019,] File No. [removed: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex430.htm)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501220000031/hal12312019-ex1043.htm)] | | |
| | | | 4.27 | | | [Form of Global Note for the Company’s 2.920% Senior Notes due 2030 (included as part of Exhibit [removed: 4.31).](https://www.sec.gov/Archives/edgar/data/45012/000119312520060431/d895135dex42.htm)] [added: 4.](https://www.sec.gov/Archives/edgar/data/45012/000119312520060431/d895135dex42.htm)[26](https://www.sec.gov/Archives/edgar/data/45012/000119312520060431/d895135dex42.htm)[).](https://www.sec.gov/Archives/edgar/data/45012/000119312520060431/d895135dex42.htm)] | | |
| | | | [removed: 10.4] [added: 10.34] | | | [Form of Indemnification Agreement for Officers (incorporated by reference [removed: to] [added: as] Exhibit 10.1 [removed: to Halliburton’s] [added: of Halliburton's] Form [removed: 8-K filed August 3, 2007,] [added: 10-Q for the quarter ended June 30, 2023,] File No. [removed: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000114036107015331/ex10_1.htm)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex101.htm)] | | |
| | | | [removed: 10.5] [added: 10.35] | | | [Form of Indemnification Agreement for Directors (incorporated by reference [removed: to] [added: as] Exhibit 10.2 [removed: to Halliburton’s] [added: of Halliburton's] Form [removed: 8-K filed August 3, 2007,] [added: 10-Q for the quarter ended June 30, 2023,] File No. [removed: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000114036107015331/ex10_2.htm)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex102.htm)] | | |
| [added: †] | | | [removed: 10.6] [added: 10.10] | | | [removed: [Form of Indemnification] [added: [Executive] Agreement [removed: for Officers (first elected after January 1, 2013)] [added: (Myrtle L. Jones)] (incorporated by reference to Exhibit [removed: 10.2] [added: 10.1] to Halliburton's Form 10-Q for the quarter ended March 31, 2013, File No. [removed: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501213000159/hal-3312013xex102.htm)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501213000159/hal-3312013xex101.htm)] | | |
| [added: †] | | | [removed: 10.7] [added: 10.16] | | | [removed: [Form of Indemnification] [added: [Executive] Agreement [removed: for Directors (first elected after January 1, 2013)] [added: (Jeffrey A. Miller)] (incorporated by reference to Exhibit 10.1 [removed: of Halliburton’s] [added: to Halliburton's] Form 8-K filed [removed: March 22, 2013,] [added: June 5, 2017,] File No. [removed: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501213000124/formofindemnity.htm)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501217000117/executiveagreement_miller.htm)] | | |
| † | | | [removed: 10.8] [added: 10.4] | | | [Halliburton Company Directors' Deferred Compensation Plan, as amended and restated effective May 16, 2012 (incorporated by reference to Exhibit 10.5 to Halliburton's Form 10-Q for the quarter ended June 30, 2012, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501212000204/hal-6302012xex105.htm) | | |
| † | | | [removed: 10.9] [added: 10.5] | | | [Halliburton Company Employee Stock Purchase Plan, as amended and restated effective February 17, 2021 (incorporated by reference to Appendix B of Halliburton’s proxy statement filed April 6, 2021, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000130817921000173/lhal2021_def14a.pdf) | | |
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 73][added: 74]
| † | | | [removed: 10.10] [added: 10.6] | | | [First Amendment to Restricted Stock Plan for Non-Employee Directors of Halliburton Company, effective December 7, 2011 (incorporated by reference to Exhibit 10.41 to Halliburton’s Form 10-K for the year ended December 31, 2011, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501212000075/exhibit_10-41.htm) | | |
| † | | | [removed: 10.11] [added: 10.7] | | | [Second Amendment to Restricted Stock Plan for Non-Employee Directors of Halliburton Company, effective May 16, 2012 (incorporated by reference to Exhibit 10.4 to Halliburton's Form 10-Q for the quarter ended June 30, 2012, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501212000204/hal-6302012xex104.htm) | | |
| † | | | [removed: 10.12] [added: 10.8] | | | [Third Amendment to Restricted Stock Plan for Non-Employee Directors of Halliburton Company, effective December 1, [removed: 2012](http://www.sec.gov/Archives/edgar/data/45012/000004501213000086/hal-12312012xex1044.htm) [(incorporated] [added: 2012 (incorporated] by reference to Exhibit 10.44 to Halliburton’s Form 10-K for the year ended December 31, 2012, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501213000086/hal-12312012xex1044.htm) | | |
| † | | | [removed: 10.13] [added: 10.9] | | | [First Amendment dated December 1, 2012 to Halliburton Company Directors' Deferred Compensation [removed: Plan, as] [added: Plan,](http://www.sec.gov/Archives/edgar/data/45012/000004501213000086/hal-12312012xex1045.htm) [as] amended and restated effective May 16, [removed: 2012](http://www.sec.gov/Archives/edgar/data/45012/000004501213000086/hal-12312012xex1045.htm) [(incorporated] [added: 2012 (incorporated] by reference to Exhibit 10.45 to Halliburton’s Form 10-K for the year ended December 31, 2012, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501213000086/hal-12312012xex1045.htm) | | |
| † | | | [removed: 10.14] [added: 10.33] | | | [Executive Agreement [removed: (Myrtle L. Jones)] [added: (Shannon Slocum)] (incorporated by reference [removed: to] [added: as] Exhibit 10.1 [removed: to] [added: of] Halliburton's Form 10-Q for the quarter ended March 31, [removed: 2013,] [added: 2023,] File No. [removed: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501213000159/hal-3312013xex101.htm)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501223000027/hal_03312023-ex101.htm)] | | |
| † | | | [removed: 10.15] [added: 10.11] | | | [Executive Agreement (Timothy McKeon) (incorporated by reference to Exhibit 10.49 to Halliburton’s Form 10-K for the year ended December 31, 2013, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501214000069/hal-12312013xex1049.htm) | | |
| † | | | [removed: 10.16] [added: 10.12] | | | [Executive Agreement (Charles E. Geer, Jr.) (incorporated by reference to Exhibit 10.2 to Halliburton’s Form 8-K filed December 9, 2014, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000119312514437437/d834718dex102.htm) | | |
| † | | | [removed: 10.17] [added: 10.13] | | | [Halliburton Annual Performance Pay Plan, as amended and restated effective January 1, 2019) (incorporated by reference to Exhibit 10.7 to 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-ex107.htm) | | |
| † | | | [removed: 10.18] [added: 10.14] | | | [Form of Non-Employee Director Restricted Stock Agreement (Directors Plan) (incorporated by reference as Exhibit 99.5 of Halliburton's Form S-8 filed May 21, 2009, Registration No. 333-159394).](http://www.sec.gov/Archives/edgar/data/45012/000004501209000206/formofnonempdrsa.htm) | | |
| † | | | [removed: 10.19] [added: 10.15] | | | [Form of Non-Employee Director Restricted Stock Agreement (Stock and Incentive Plan) (incorporated by reference to Exhibit 10.43 to Halliburton's Form 10-K for the year ended December 31, 2011, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501212000075/exhibit_10-43.htm) | | |
| † | | | 10.20 | | | [Executive Agreement [removed: (Joe D. Rainey)] [added: (Eric J. Carre)] (incorporated by reference [removed: to] [added: as] Exhibit [removed: 10.1 to] [added: 10.46 of] Halliburton's Form [removed: 8-K filed] [added: 10-K for the year ended] December [removed: 12,] [added: 31,] 2017, File No. [removed: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501217000285/executiveagreement_rainey.htm)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501218000059/hal_12312017-ex1046.htm)] | | |
| † | | | 10.21 | | | [Executive Agreement [removed: (Jeffrey A. Miller)] [added: (Lawrence J. Pope)] (incorporated by reference [removed: to] [added: as] Exhibit [removed: 10.1 to] [added: 10.47 of] Halliburton's Form [removed: 8-K filed June 5,] [added: 10-K for the year ended December 31,] 2017, File No. [removed: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501217000117/executiveagreement_miller.htm)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501218000059/hal_12312017-ex1047.htm)] | | |
| † | | | [removed: 10.22] [added: 10.17] | | | [Halliburton Company Stock and Incentive Plan, as amended and restated effective February 17, 2021 (incorporated by reference to Appendix A of Halliburton's proxy statement filed April 6, 2021, File No. 001-03492.](http://www.sec.gov/Archives/edgar/data/45012/000130817921000173/lhal2021_def14a.pdf) | | |
| † | | | [removed: 10.23] [added: 10.18] | | | [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: 10.24] [added: 10.19] | | | [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: 10.25] [added: 10.29] | | | [Executive Agreement [removed: (Eric J. Carre)] [added: (Van H. Beckwith)] (incorporated by reference as Exhibit [removed: 10.46] [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-ex1046.htm)] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501221000009/hal_12312020-ex1042.htm)] | | |
HAL [removed: 2022] [added: 2023] FORM 10-K | [removed: 74][added: 75]
| † | | | [removed: 10.26] [added: 10.23] | | | [Executive Agreement [removed: (Lawrence] [added: (Mark] J. [removed: Pope)] [added: Richard)] (incorporated by reference as Exhibit [removed: 10.47] [added: 10.48] of [removed: Halliburton's] [added: Halliburton’s] Form 10-K for the year ended December 31, [removed: 2017,] [added: 2018,] 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/45012/000004501219000044/hal12312018-ex1048.htm)] | | |
| † | | | [removed: 10.27] [added: 10.22] | | | [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) | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 15 \| Exhibits | | |
| * | | | 4.25 | | | [Description of Registrant's Securities](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm)[.](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm) | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 15 \| Exhibits | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 15 \| Exhibits | | |
| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | Item 15 \| Exhibits | | |
| * | | | 97.1 | | | [Company Policy, Recoupment of Incentive Compensation Following a Restatement](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex971.htm)[.](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex971.htm) | | |
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| † | | | 10.35 | | | [Executive Agreement (Jill D. Sharp) (](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex1040.htm)[incorporated](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex1040.htm) [by reference as Exhibit 10.40 of Halliburton's Form 10-K for the year ended December 31, 2021, File No. 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000004501222000013/hal_12312021-ex1040.htm) | | |
| † | | | 10.37 | | | [Amendment effective January 1, 2020, to Halliburton Company Performance Unit Program, as amended and restated effective as of January 1, 2019](http://www.sec.gov/Archives/edgar/data/45012/000004501222000032/hal_03312022-ex102.htm) [](http://www.sec.gov/Archives/edgar/data/45012/000004501222000032/hal_03312022-ex102.htm)[(incorporated by reference as Exhibit 10.](http://www.sec.gov/Archives/edgar/data/45012/000004501222000032/hal_03312022-ex101.htm)[2](http://www.sec.gov/Archives/edgar/data/45012/000004501222000032/hal_03312022-ex101.htm) [of Halliburton's Form 10-Q for the](http://www.sec.gov/Archives/edgar/data/45012/000004501222000032/hal_03312022-ex101.htm) [quarter](http://www.sec.gov/Archives/edgar/data/45012/000004501222000032/hal_03312022-ex101.htm) [ended March 31, 2022, File No. 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501222000032/hal_03312022-ex101.htm)[.](http://www.sec.gov/Archives/edgar/data/45012/000004501222000032/hal_03312022-ex102.htm) | | |
| *† | | | 10.42 | | | [Form of Non-Management Director Restricted Stock Unit Agreement (Stock and Incentive Plan).](https://www.sec.gov/Archives/edgar/data/45012/000004501223000011/hal_12312022-ex1042.htm) | | |
| * | | | 24.1 | | | [Powers of attorney for the following directors signed in January 202](https://www.sec.gov/Archives/edgar/data/45012/000004501223000011/hal_12312022-ex241.htm)[3](https://www.sec.gov/Archives/edgar/data/45012/000004501223000011/hal_12312022-ex241.htm)[:](https://www.sec.gov/Archives/edgar/data/45012/000004501223000011/hal_12312022-ex241.htm) | | |
| | | | | | | Abdulaziz F. Al Khayyal | | |
| | | | | | | William E. Albrecht | | |
| | | | | | | M. Katherine Banks | | |
| | | | | | | Alan M. Bennett | | |
| | | | | | | Milton Carroll | | |
| | | | | | | Earl M. Cummings | | |
| | | | | | | Murry S. Gerber | | |
| | | | | | | Robert A. Malone | | |
| | | | | | | Bhavesh V. Patel | | |
| | | | | | | Tobi M. Edwards Young | | |
HAL 2022 FORM 10-K | 76
| [Table of Contents](#i25a3119f4a704506959f9f69b29f0d3b_7) | | | | | | Item 16 \| Form 10-K Summary | | |
An excerpt. Shown here: 40 of 60 rewritten, all 6 added and all 19 removed. The counts are complete. For every sentence, read Item 15. Exhibits. in the FY2023 filing and the FY2022 filing.
Item 16. Form 10-K Summary.
15 rewritten, 14 added, 5 removed, 61 unchanged
HAL [removed: 2022] [added: 2023] FORM 10-K | 77
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: 7th] [added: 6th] day of February, [removed: 2023.][added: 2024.]
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: 7th] [added: 6th] day of February, [removed: 2023.][added: 2024.]
HAL [removed: 2022] [added: 2023] FORM 10-K | 78
| [removed: *] [added: /s/] Abdulaziz F. Al Khayyal | | | Director | | |
| [removed: *] [added: /s/] William E. Albrecht | | | Director | | |
| [removed: *] [added: /s/] M. Katherine Banks | | | Director | | |
| [removed: *] [added: /s/] Alan M. Bennett | | | Director | | |
| [removed: *] [added: /s/] Milton Carroll | | | Director | | |
| [removed: *] [added: /s/] Earl M. Cummings | | | Director | | |
| [removed: *] [added: /s/] Murry S. Gerber | | | Director | | |
| [removed: *] [added: /s/] Robert A. Malone | | | Director | | |
| [removed: *] [added: /s/] Bhavesh V. Patel | | | Director | | |
| [removed: *] [added: /s/] Tobi M. Edwards Young | | | Director | | |
HAL [removed: 2022] [added: 2023] FORM 10-K | 79
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| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | | | |
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| [Table of Contents](#i62ba888e2d22410aa1670bccdb226cfc_7) | | | | | | | | |
| /s/ Maurice S. Smith | | | Director | | |
| Maurice S. Smith | | | | | |
| /s/ Janet L. Weiss | | | Director | | |
| Janet L. Weiss | | | | | |
| | | | | | |
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| [Table of Contents](#i25a3119f4a704506959f9f69b29f0d3b_7) | | | | | | Item 16 \| Form 10-K Summary | | |
| /s/ Van H. Beckwith | | | | | |
| *By Van H. Beckwith, Attorney-in-fact | | | | | |