UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 14A INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934
(Amendment No.     )

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SCHLUMBERGER N.V. (SCHLUMBERGER LIMITED)

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Notice of 20182020 Annual General Meeting of Stockholders

April 4, 20181, 2020

10:00 a.m. Curaçao time

Avila Beach Hotel, Penstraat 130, Willemstad, Curaçao

ITEMS OF BUSINESS

Such other matters as may properly be brought before the meeting.

RECORD DATE

February 7, 201812, 2020

PROXY VOTING

Your vote is very important. Whether or not you plan to attend the annual general meeting in person, please (i) sign, date and promptly return the enclosed proxy card in the enclosed envelope, or (ii) grant a proxy and give voting instructions by telephone or internet, so that you may be represented at the meeting. Voting instructions are provided on your proxy card or on the voting instruction cardform provided by your broker.

Brokers cannot vote for Items 1 2 or 52 without your instructions.

March 2, 2018February 21, 2020

By order of the Board of Directors,

Alexander C. Juden

Secretary

Table of Contents

General

This proxy statement is furnished in connection with the solicitation by the Board of Directors (the “Board”) of Schlumberger Limited (Schlumberger N.V.) (“Schlumberger” or the “Company”) of proxies to be voted at its 20182020 annual general meeting of stockholders, which will be held at the Avila Beach Hotel, Penstraat 130, Willemstad, Curaçao, on Wednesday, April 4, 20181, 2020 beginning at 10:00 a.m., Curaçao time, and at any postponement(s) or adjournment(s) thereof.

In this Proxy Statement, we may also refer to Schlumberger Limited and its subsidiaries as “we,” “our,” “the Company” or “Schlumberger.”

To gain admittancebe admitted to the meeting, stockholders of record and beneficial owners as of the close of business on the record date for the meeting, February 7, 2018,12, 2020, must present a passport or other government-issued identification bearing a photograph and, for beneficial owners, proof of ownership as of the record date, such as the Notice of Internet Availability, top half of the proxy card or voting instruction card that was sent to you with this proxy statement.

The mailing date of this proxy statement is March 2, 2018.February 21, 2020. Business at the meeting will be conducted in accordance with the procedures determined by the Chairman of the meeting and will be limited to matters properly brought before the meeting by or at the direction of our Board of Directors or by a stockholder.

We are providing our 20172019 Annual Report to Stockholders concurrently with this proxy statement. StockholdersYou should refer to its contents in considering agenda Item 3.

Proxy Materials are Available on the Internet

This year we are using an SEC rule that allows us to use the internet as the primary means of furnishing proxy materials to stockholders. We are sending a Notice of Internet Availability of Proxy Materials (the “Notice of Internet Availability”) to our stockholders with instructions on how to access the proxy materials online or request a printed copy of the materials.

Stockholders may follow the instructions in the Notice of Internet Availability to elect to receive future proxy materials in print by mail or electronically by email. We encourage stockholders to take advantage of the availability of the proxy materials online to help reduce the environmental impact of our annual general meetings.

Our proxy materials are also available at http://investorcenter.slb.com.

Record Date; Proxies

Each stockholder of record at the close of business on the record date, February 7, 2018,12, 2020, is entitled to one vote for each director nominee and one vote for each of the other proposals to be voted on with respect to each share registered in the stockholder’s name. A stockholder of record is a person or entity who held shares on that date registered in its name on the records of Computershare Trust Company, N.A. (“Computershare”), Schlumberger’s stock transfer agent. Persons who held shares on the record date through a broker, bank or other nominee are referred to as beneficial owners.

Shares cannot be voted at the meeting unless the owner of record is present in person or is represented by proxy. Schlumberger is incorporated in Curaçao and, as required by Curaçao law, meetings of stockholders are held in Curaçao. Because many stockholders cannot personally attend the meeting, it is necessary that a large number be represented by proxy.

Shares Outstanding on Record Date

On February 7, 2018,12, 2020, there were 1,385,957,1381,388,162,459 shares of Schlumberger common stock outstanding and entitled to vote.

Quorum

Holders of at least one-half of the outstanding shares entitling the holders thereof to vote at the meeting must be present in person or by proxy to constitute a quorum for the taking of any action at the meeting.

Abstentions and proxies submitted on your behalf by brokers, banks or other holders of record that do not indicate a vote because they do not have discretionary voting authority and have not received instructions from the beneficial owner of the shares as to how to vote on a proposal (so-called “broker non-votes”) will be considered as present for quorum purposes. If a quorum is not present at the meeting, the Board may call a second general meeting of stockholders, at which the quorum requirement will not apply.

Votes Required to Adopt Proposals

To be elected, director nominees must receive a majority of votes cast (the number of votes cast “for” a director nominee must exceed the number of votes cast “against” that nominee). Approval of each of the other matters on the agenda also requires the affirmative vote of the majority of votes cast.

Important Voting Information for Beneficial Owners

If your Schlumberger shares are held for you in street name (i.e.you own your shares through a brokerage, bank or other institutional account,account), you are considered the beneficial owner of those shares, but not the record holder. This means that you vote by providing instructions to your broker rather than directly to Schlumberger. Unless you provide specific voting instructions, your broker is not permitted to vote your shares on your behalf, except on Item 3 and Item 4.

Effect of Abstentions and Broker Non-Votes

Brokers holding shares must vote according to specific instructions they receive from the beneficial owners of those shares. If brokers do not receive specific instructions, brokers may in some cases vote the shares in their discretion. However, the New York Stock Exchange (the “NYSE”) precludes brokers from exercising voting discretion on other proposals without specific instructions from the beneficial owner, as follows:

Abstentions and broker non-votes are not considered as votes cast and will not be counted in determining the outcome of the vote on the election of directors or on any of the other proposals, except that for purposes of satisfying NYSE rules, abstentions are counted in the denominator for determining the total votes cast on Item 5.proposals.

How to Vote

Stockholders with shares registered in their names with Computershare and participants who hold shares in the Schlumberger Discounted Stock Purchase Plan may authorize a proxy:

	by the internet at the following internet address:http://www. proxyvote.com;www.proxyvote.com;
	telephonically by calling 1-800-690-6903; or
	by completing and mailing their proxy card.

The internet and telephone voting facilities for stockholders of record will close at 11:59 p.m. Eastern time on Tuesday, April 3, 2018.March 31, 2020. The internet and telephone voting procedures have been designed to authenticate stockholders and to allow you to vote your shares and to confirm that your instructions have been properly recorded.

A number of banks and brokerage firms participate in programs that also permit beneficial stockholders to direct their vote by the internet or telephone. If you are a beneficial owner whose shares are held in an account at a bank or brokerage firm that participates in such a program, you may direct the vote of those shares by the internet or telephone by following the instructions on the voting form.

All shares entitled to vote and represented by properly executed proxies received prior to the meeting and not revoked will be voted at the meeting in accordance with your instructions. If you are a stockholder with shares registered in your name with Computershare and you submit a properly executed proxy card but do not direct how to vote on each item, the persons named as proxies will vote as the Board recommends on each proposal.

By providing your voting instructions promptly, you may save the Companyus the expense of a second mailing.

Changing Your Vote or Revoking Your Proxy

If you are a stockholder of record, you can change your vote or revoke your proxy at any time by timely delivery of a properly executed, later-dated proxy (including an internet or telephone vote) or by voting by ballot at the meeting. If you hold shares through a broker, bank or other nominee,holder of record, you must follow the instructions of your broker, bank or other nomineeholder of record to change or revoke your voting instructions.

ITEM 1. Election of Directors

All ofour directors are elected annually at our annual general meeting of stockholders. Our stockholders are requested to elect 11nine nominees to the Board, each to hold office until the next annual general meeting of stockholders and until a director’s successor is elected and qualified or until a director’s death, resignation or removal. Each of the nominees is now a director and was previously elected by our stockholders at the 20172019 annual general meeting.meeting of stockholders, except for Mr. Olivier Le Peuch, who was appointed by the Board to serve as a director effective August 1, 2019, and Messrs. Patrick de La Chevardière and Jeff W. Sheets, each of whom was appointed by the Board to serve as a director effective October 28, 2019, based upon the recommendations of the Nominating and Governance Committee of the Board.

Having exceededPeter L.S. Currie, the normal retirement age of 70 under our Corporate Governance Guidelines, Tore SandvoldBoard’s lead independent director, will not be standingstand for re-election at our annual general meeting of stockholders. Our Board extends gratitude to Mr. SandvoldCurrie for 14nine years of service as a member of the Board. The Board expects to elect a successor lead independent director from among the independent directors elected at the 2020 annual general meeting. Nikolay Kudryavtsev and Indra Nooyi also will not stand for re-election at our annual general meeting of stockholders. Our Board extends gratitude to Dr. Kudryavtsev for 13 years of service and to Ms. Nooyi for five years of service as members of the Board.

All of the nominees for election have consented to being named in this proxy statement and to serve if elected. If any nominee is unable or unwilling to serve, the Board may designate a substitute nominee. If the Board designates a substitute nominee, proxies may be voted for that substitute nominee. The Board knows of no reason why any nominee will be unable or unwilling to serve if elected.

Shares represented by properly executed proxies will be voted, if authority to do so is not withheld, for the election of each of the 11nine nominees named below.

At our 2016 annual general meeting of stockholders, our stockholders voted to fix the number of directors constituting the Board at 12, as is permitted under our Articles of Incorporation. However, as a result ofbecause Mr. Sandvold’s retirement,Currie, Dr. Kudryavtsev and Ms. Nooyi are not standing for re-election, only 11nine directors have been nominated for election at the 20182020 annual general meeting of stockholders. The Board believes that it is advisable and in the best interest of our stockholders for the authorized number of directors constituting the Board to remain at 12. This will allow the Board the ability to conduct a search for, and add, anup to three additional director duringdirectors prior to the year, who has not yet been identified at the time of our 20182021 annual general meeting.

At this annual general meeting, votes may not be cast for a greater number of persons than the number of director nominees named in this proxy statement.

Required Vote

Each director nominee must receive a majority of the votes cast to be elected.

If you hold your shares in “streetstreet name,” please be aware that brokers, banks and other holders of record do not have discretion to vote on this proposal without your instruction. If you do not instruct your broker, bank or other holder of record how to vote on this proposal, your brokerthey will deliver a non-vote on this proposal.

The Board of Directors Recommends a VoteFORAll Director Nominees.

Director Nominees

The Board believes that each director nominee possesses the qualities and experience that the Nominating and Governance Committee believes that nominees should possess, as described in detail below in the section entitled “Corporate Governance—Director Nominations” beginning on page 16.14. The Board seeks out, and the Board is comprisedconsists of, individuals whose background and experience complement those of other Board members. The nominees for election to the Board, together with biographical information furnished by each of them and information regarding each nominee’s director qualifications, are set forth on the following pages.

There are no family relationships among any executive officers and directors of the Company.

Peter L.S. Currie

Patrick de La Chevardière
		Lead Independent Director President, Currie Capital LLCFormer Chief Financial Officer, Total S.A.   Director since20102019   Age:6162   Other Current Public Boards:None		Board Committees •  Nominating and Governance, Chair •  Compensation
		Former Public Directorships Held During thePast 5 Years •  New Relic, Inc.None Citizenship: France Board Committees •  Twitter, Inc.		Finance • Science and Technology Other Experience and Education • Former chief financial officer of public companiesmultinational oil and gas company •  President of Board of Trustees at Phillips Academy •  MBA from Stanford University •Former director of several privately-heldtwo French-based public companies • Diplôme d’Ingénieur, an engineering degree, École Centrale de Paris
PETER L.S. CURRIE has been PresidentPATRICK DE LA CHEVARDIÈRE is the former Chief Financial Officer of Currie Capital LLC,Total S.A., a private investment firm, since April 2004. From November 2010 to May 2016, Mr. CurrieFrench multinational integrated oil and gas company. He served on the board of Twitter, Inc., where he chaired both its audit committeeas Total’s CFO and its nominating and governance committee and was the lead independent director. He has also served on the board of directors of New Relic, Inc. (from March 2013 to August 2016), where he chaired its audit committee and wasas a member of its compensation committee.executive committee from 2008 until his retirement in August 2019. Prior to that, he served in a variety of finance and operational roles with Total over his 37-year career, including as Deputy Chief Financial Officer from 2003 to 2008, Vice President, Asia for Refining & Marketing from 2000 to 2003, and Vice President, Operations and Subsidiaries from 1995 to 2000. Mr. Currie has alsode La Chevardière previously served on the boards of directors of Clearwire Corporation, CNET Networks, Inc., Safeco Corporation,two French-based public companies, Sanofi-Aventis and Sun Microsystems, Inc. Compagnie Générale de Géophysique.
Relevant Skills and Expertise Mr. Curriede La Chevardière brings to the Board strongsignificant financial and operational expertiseenergy industry experience as a result of his extensive board and committee experience at both public and privately-held companies; experience asformer chief financial officer of two public companies (McCaw Cellular Communicationsa large multinational oil and Netscape Communications);gas company. The Board benefits greatly from his customer-focused perspective on the oilfield services industry, as well as from his experience across the entire oil and experience in senior operating positions in investment banking, venture capitalgas value chain, from exploration, operations, production, trading and private equity.marketing to refining and new energies.

Miguel M. Galuccio

Miguel M. Galuccio
		Chairman &and Chief Executive Officer, Vista Oil and Gas   Director since2017   Age:4951   Other Current Public Boards:None		Board Committees •  Finance •  Science and Technology
		Former Public Directorships Held During thePast 5 Years •  YPF S.A.		Citizenship: United Kingdom and Argentina Board Committees • Finance, Chair • Science and Technology Other Experience and Education •  BS Current chief executive officer of oil and gas company • Bachelor of Science in Petroleum Engineering, from Technological Institute of Buenos Aires • Schlumberger training and expertise • Latin America energy policy expertise
MIGUEL GALUCCIO is the Chairman and Chief Executive Officer of Vista Oil and Gas, an oil and gas company incorporated in Mexico, and has held that position since July 2017. From May 2012 to March 2016, he was the Chairman and Chief Executive Officer of YPF, Argentina’s national oil company. From 1999 to 2012, he was an employee of Schlumberger and held a number of international positions, his last being President, Schlumberger Production Management (SPM).Management. Prior to his employment at Schlumberger, he served in various executive positions at YPF and its subsidiaries including YPF International, from 1994 to 1999. 1999, including YPF International.
Relevant Skills and Expertise Mr. Galuccio brings to the Board strong leadership and operational expertise from his experience as theformer chairman and chief executive officer of Argentina’s national oil company, which under his leadership became the world’s largest producer of shale oil globally outside of North America. He has valuable insight into the domestic and international energy policies of Argentina, Mexico, Venezuela, Ecuador and other countries worldwide that are strategically important to Schlumberger. He has had extensive experience negotiating with Schlumberger customers in Latin America, Russia and China, including global energy companies and national oil companies, and remains an active participant in the oil and gas exploration and production industry as a chief executive officer of an oil and gas company. Mr. Galuccio has a deep understanding of the Schlumberger culture, as well as a deep knowledge of Latin America, both of which are of great value to the Board.

V. Maureen Kempston Darkes

Olivier Le Peuch Schlumberger Chief Executive Officer
		Retired Group Vice President and PresidentLatin America, Africa and Middle East,General Motors CorporationChief Executive Officer, Schlumberger Limited   Director since 20142019   Age:69		Board Committees •  Audit, Chair •  Finance
		Other Current Public Boards:  Enbridge Inc., Brookfield Asset Management Inc., and Canadian National Railway Company
		Former Public Directorships Held During thePast 5 Years •  Balfour Beatty plc		Other Experience and Education •  International operations •  Product liability and execution expertise •  Bachelor of Law Degree, University of Toronto Faculty of Law
V. MAUREEN KEMPSTON DARKES, retired, was Group Vice President and President Latin America, Africa and Middle East, of General Motors Corporation (“GM”), an automotive manufacturer, from January 2002 to December 2009, and was a member of its Automotive Strategy Board until her retirement from GM. Ms. Kempston Darkes has been a director of Enbridge Inc., a leading energy transportation and distribution company, since November 2010, and is the chair of its corporate social responsibility committee, and is a member of its safety and reliability committee and its human resources and compensation committee. She also is a member of the board of directors of Brookfield Asset Management Inc., a global asset management company (since April 2008), where she chairs the risk management committee and is a member of the management resources and compensation committee; and Canadian National Railway Company (since 1995), where she chairs the environment, safety and security committee, and is a member of the corporate governance and nominating committee, finance committee, audit committee and strategic planning committee. Ms. Kempston Darkes was also a director of Balfour Beatty plc, an infrastructure services company from July 2012 through May 2017, where she chaired the safety and sustainability committee and was a member of both the nomination and the remuneration committees.
Relevant Skills and Expertise Ms. Kempston Darkes brings to the Board extensive automotive industry experience, which is particularly relevant to the Company as it continues to focus on improving product reliability and execution, and has proven leadership abilities and experience in Latin America, Africa and the Middle East. The Board also benefits greatly from Ms. Kempston Darkes’ audit committee experience and financial expertise.

Paal Kibsgaard

		Chairman and Chief Executive Officer Director since 2011 Age:5056   Other Current Public Boards:None		Board Committees •  None
		Former Public Directorships Held During thePast 5 Years •  None		Citizenship: France Board Committees • None Other Experience and Education •  Qualified petroleum engineer •Master’s Degree from Norwegian Institutein Microelectronics, Bordeaux University of TechnologyScience •  Director of privately-held company •Schlumberger training and expertise
PAAL KIBSGAARDOLIVIER LE PEUCH has been a director ofand the Company since 2011 and Chairman of the Board since April 2015, and has served as Chief Executive Officer of the CompanySchlumberger since August 2011.2019. He was the Company’s Chief Operating Officer from February 20102019 to July 2011,2019. Prior to that, he served in a variety of global management positions, including Executive Vice President, Reservoir and Infrastructure from May 2018 to February 2019, President of the Reservoir Characterization GroupCameron product lines from February 2017 to May 20092018, President of Schlumberger Completions from October 2014 to February 2010. Prior to that, Mr. Kibsgaard served asJanuary 2017, and Vice President of Engineering, Manufacturing and Sustaining from November 2007August 2010 to May 2009,September 2014. Earlier in his career, Mr. Le Peuch was GeoMarket Manager for the North Sea and as Vice President of Personnel from April 2006 to November 2007. Mr. KibsgaardSoftware Integrated Solutions. He has been with the Company since 1997,1987 and began his career as a reservoiran electrical engineer. He has held numerous operational and administrative management positions within the Company in the Middle East, Europe and the U.S.
Relevant Skills and Expertise As a result of his service in various global leadership positions in the Company, Mr. KibsgaardLe Peuch brings to the Board a unique operational perspective and thorough knowledge of the Company’s operational activities worldwide.worldwide as a result of his service in various global leadership positions in the Company. The Board believes that Mr. Kibsgaard’sLe Peuch’s service as Chairman and Chief Executive Officer is an important link between management and the Board, enabling the Board to perform its oversight function with the benefit of his perspectives on the Company’s business and operations.

Tatiana A. Mitrova
		Director of the Energy Centre, Moscow School of Management SKOLKOVO Director since 2018 Age:45 Other Current Public Boards:None Former Public Directorships Held During the Past 5 Years •  Unipro PJSC Citizenship: Russia and Israel Board Committees • Audit • Finance Other Experience and Education • PhD in Economics, Moscow State University • Senior Research Fellow at Oxford Institute for Energy Studies • Non-Resident Fellow at Columbia University SIPA Center on Global Energy Policy • Distinguished Research Fellow at Institute of Energy Economics, Japan
TATIANA A. MITROVA has been the Director of the Energy Centre of the Moscow School of Management SKOLKOVO, a graduate business school, since February 2017. She has also been the Head of Research in the Oil and Gas Department in the Energy Research Institute of the Russian Academy of Sciences since 2011; a visiting professor at the Paris School of International Affairs (PSIA), part of the Paris Institute of Political Studies, since 2014; and an assistant professor at the Gubkin Russian State University of Oil and Gas since 2008. Dr. Mitrova was a Visiting Researcher at the King Abdullah Petroleum Studies and Research Center from April 2016 to April 2017. She was a member of the board of directors of Unipro PJSC from June 2014 to December 2017 and was a member of its appointment and remuneration committees.
Relevant Skills and Expertise Dr. Mitrova brings to the Board valuable expertise regarding energy market dynamics and the various factors affecting supply and demand for Schlumberger’s products and services. The Board values Dr. Mitrova’s connections to the Russia market and her ties to the academic community. Her global economic perspective provides insight into emerging markets and trends, and is useful for the development of the Company’s business strategy. She provides additional ties to universities worldwide, assisting Schlumberger in its effort to attract talented new employees.

Nikolay Kudryavtsev

Lubna S. Olayan
		Rector,Moscow Institute of Physics and Technology Director since 2007 Age:67 Other Current Public Boards:None		Board Committees •  Audit •  Finance •  Science and Technology
		Former Public Directorships Held During thePast 5 Years •  None		Other Experience and Education •  Prior Chair Molecular Physics Department at the Moscow Institute of Physics and Technology •  PhD in physics and mathematics, Moscow Institute of Physics and Technology •  Member, Russian Academy of Sciences
NIKOLAY KUDRYAVTSEV has been the Rector of the Moscow Institute of Physics and Technology since June 1997. He has also been chairman of the Board of Rectors of the City of Moscow and Moscow Region since 2012, and was elected Vice President of the Russian Rectors Union in 2014.
Relevant Skills and Expertise Mr. Kudryavtsev brings to the Board valuable management and finance experience, as well as deep scientific and technological expertise. This provides the Board with valuable insight regarding the Company, its products and current technology, as well as the future technological needs of the Company and the industry. Mr. Kudryavtsev also provides the Board with a particularly valuable Russian vantage point, which is useful for both the development of the Company’s business and an understanding of the needs of the Company’s population of Russian employees. The Board is aided immensely by Mr. Kudryavtsev’s sensitivity to Russian culture and risk at the operational level.

Helge Lund

		Former Chief Executive Officer,BG Group plc and Statoil ASA Director since 2016 Age:55 Other Current Public Boards:Novo Nordisk AS		Board Committees •  Audit •  Finance
		Former Public Directorships Held During thePast 5 Years •  Nokia		Other Experience and Education •  BA in Economics from Norwegian School of Economics & Business Administration •  MBA from INSEAD •  Norwegian energy policy expertise •  Director of a privately-held company •  Private equity experience
HELGE LUND is an Operating Advisor for the investment firm Clayton, Dubilier & Rice, a private equity investment firm since September 2016. He was the Chief Executive Officer of BG Group from February 2015 through February 2016. From August 2004 to October 2014, he was the Chief Executive Officer of Statoil ASA, an international oil and gas company. Prior to Statoil, Mr. Lund served as President and Chief Executive Officer of Aker Kvaerner, an industrial conglomerate with operations on oil and gas, engineering and construction, pulp and paper and shipbuilding. He served on the board of directors of Nokia from 2011 to 2014, and on the board of directors of Novo Nordisk from 2014 to 2015, and was re-elected to that board in 2017. In February 2018, Mr. Lund also joined the board of directors of Belron S.A., a private glass repair company.
Relevant Skills and Expertise Mr. Lund brings to the Board strong leadership and operational expertise from his experience as the chief executive officer of several public companies as well as of a national oil company. Mr. Lund also provides valuable insight into the developing domestic and international energy policies of Norway and the intricacies of negotiating with global energy companies. He also has extensive experience dealing with global energy institutions such as the Organization of the Petroleum Exporting Countries and the International Energy Agency and with navigating various opportunities in the oil and gas industry, including acquisition targets and other business opportunities.

Michael E. Marks

		Managing Partner,Riverwood Capital, LLC Director since 2005 Age:67 Other Current Public Boards:None		Board Committees •  Audit
		Former Public Directorships Held During thePast 5 Years •  SanDisk Corp. •  GoPro, Inc.		Other Experience and Education •  Former chief executive officer of a public company •  MBA from Harvard Business School •  Director of several privately-held companies
MICHAEL E. MARKS has been a Managing Partner of Riverwood Capital, LLC, a private equity firm, since March 2007. From 2011 to 2017, he was the lead independent director at GoPro, Inc., a consumer camera company, and was the chair of its compensation and leadership committee and a member of its nominating and governance committee. Mr. Marks served as director of San Disk Corp., a memory products company, from 2003 to 2011 and as Chairman from 2011 until 2016, when it was acquired. Mr. Marks previously served on the boards of directors of Flextronics Inc., Sun Microsystems and Calix, Inc.
Relevant Skills and Expertise Mr. Marks brings to the Board his experience with world-class manufacturing from the field level to the boardroom based on his experience as CEO at Flextronics, a large, diversified global corporation with many of the same issues that Schlumberger faces. As a former chief executive and director at various other public companies, Mr. Marks has been involved in succession planning, compensation, employee management and the evaluation of acquisition opportunities. Mr. Marks’ significant experience as a director at various technology-driven companies, as well as his finance and mergers and acquisitions experience, are especially relevant to Schlumberger’s technology-oriented business and growth strategy.

Indra K. Nooyi

		Chairman and Chief Executive Officer,PepsiCo, Inc. Director since 2015 Age:62 Other Current Public Boards:PepsiCo, Inc.		Board Committees •  Audit •  Compensation, Chair
		Former Public Directorships Held During thePast 5 Years •  None		Other Experience and Education •  Current Chief Executive Officer of a public company •  Board of Trustees, the World Economic Forum •  Member, MIT Presidential CEO Advisory Board •  M.B.A., Indian Institute of Management •  Masters Degree in Public and Private Management, Yale University
INDRA K. NOOYI is the Chairman and Chief Executive Officer of PepsiCo, Inc., a global food and beverage company. She was appointed PepsiCo’s President and CEO in 2006, and became Chairman of PepsiCo’s board of directors in 2007. She was elected to PepsiCo’s board of directors and became President and Chief Financial Officer in 2001, after serving as Senior Vice President and Chief Financial Officer since 2000. Mrs. Nooyi also served as PepsiCo’s Senior Vice President, Corporate Strategy and Development from 1996 until 2000, and as its Senior Vice President, Strategic Planning from 1994 until 1996. She serves on several non-profit boards of directors and is a member of the Temasek Americas Advisory Panel, an investment company owned by the government of Singapore.
Relevant Skills and Expertise The Board benefits greatly from Mrs. Nooyi’s proven leadership as Chairman and CEO of PepsiCo, Inc. Mrs. Nooyi’s expertise in developing and directing corporate strategy and finance, mergers and acquisitions, and organizational and talent management enables her to make valuable contributions to the Board.

Lubna S. Olayan

		Chief Executive OfficerCommittee and Deputy Chairperson, Olayan Financing Company   Director since 2011   Age:6264   Other Current Public Boards:Alawwal Bank and Ma’aden		Board Committees •  Nominating and GovernanceSaudi British Bank •  FinanceMa’aden
		Former Public Directorships Held During thePast 5 Years •  WPP plcAlawwal Bank		Citizenship: Saudi Arabia Board Committees • Nominating and Governance, Chair • Finance Other Experience and Education •  Current Former chief executive officer •  Trustee, King Abdullah University of Science and Technology and Cornell MBA, Indiana University •  Member, Harvard Global Advisory Council •Serves on boards of various non-governmental and educational organizations •  M.B.A., Indiana University
LUBNA S.LUBNAS. OLAYAN is the Chair of the Executive Committee, Deputy Chairperson and former Chief Executive Officer and deputy chairperson of Riyadh-based Olayan Financing Company, the holding company for TheCompany. She served as Olayan Group’s operations in the Kingdom of Saudi Arabia and the Middle East.Financing Company’s CEO from 1986 until May 2019. Ms. Olayan is also a Principalprincipal and a board member of Olayan Investments Company Establishment, the parent company of The Olayan Group, a private multinational enterprise with diverse commercial and industrial operations in the Middle East and an actively managed portfolio of international investments. Since December 2004, she has been a director of Alawwal Bank, becoming theThe first woman to join the board of a Saudi publicly-listed company. She was elected Vice Chairmanpublicly listed company in January 20142004, Ms. Olayan served as a director, and islater Deputy Chair, of Alawwal Bank until its merger with Saudi British Bank (“SABB”) in 2019. Since June 2019, she has served as Chairperson and a member of its executive committee and its nomination and remuneration committee.the board of directors of SABB. Ms. Olayan has been a member of the board of directors of Ma’aden, thea Saudi Arabian mining company, since April 2016, and is a member of its nomination and remuneration committee. She also serves as Chair of Olayan Saudi Holding Company. In addition, she is a non-executive director and member of numerous international advisory boards. Ms. Olayan served as a non-executive directorboards and serves on the boards of WPP plc, a multinational communication services company, from March 2005 to June 2012, and was a member of its nomination committee. several non-profit entities.
Relevant Skills and Expertise Ms. Olayan brings to the Board extensive business experience in Saudi Arabia and the Middle East and a deep understanding of those areas, which are critical to the Company.Company’s operations. The Board benefits from her proven leadership abilities, extensive CEO experience and expertise in corporate finance, international banking, distribution and manufacturing. Ms. Olayan also brings a critical international perspective on business and global best practices. Ms. Olayan’s connections to the scientific community and experience in university relations also are of great value to Schlumberger and its efforts in technology leadership and employee recruiting and retention.

Leo Rafael Reif

Mark G. Papa Schlumberger Chairman of the Board
		Chairman and Chief Executive Officer, Centennial Resource Development, Inc. Director since 2018 Age:73 Other Current Public Boards: •  Centennial Resource Development, Inc. Former Public Directorships Held During the Past 5 Years •  EOG Resources •  Oil States International Citizenship: United States of America Board Committees • Finance • Science and Technology Other Experience and Education • Current CEO of a public oil and natural gas company • MBA, University of Houston • Bachelor of Science in Petroleum Engineering, University of Pittsburgh • North American energy industry pioneer
MARK G. PAPA has been the Chief Executive Officer and Chairman of the Board of Centennial Resource Development, Inc., an independent oil and natural gas producer, since October 2016. Prior to that, Mr. Papa served as Chief Executive Officer and Chairman of the Board of Silver Run Acquisition Corp. from November 2015 until its business combination with Centennial Resource Production, LLC in October 2016. From February 2015 to December 2019, Mr. Papa served as an advisor to Riverstone Holdings, LLC, a private equity firm specializing in energy investments. Prior to that, Mr. Papa was Chairman and CEO of EOG Resources, an independent oil and gas company, from 1999 to 2013, and he served as a member of EOG’s board of directors from 1999 until 2014. He worked at EOG for 32 years in various management positions. Mr. Papa also served on the board of Oil States International, Inc., an international field services company, from 2001 to August 2018 and was a member of its compensation and nominating and corporate governance committees. He has served on the board of Casa de Esperanza, a non-profit organization serving children in crisis situations, since 2006.
Relevant Skills and Expertise Mr. Papa brings decades of experience in the oil and gas industry and a unique insight into the North American market. He is a pioneer in the U.S. shale oil industry and built EOG Resources into one of the most profitable U.S. shale companies. He provides the Board with key insights on this market and Schlumberger’s customers in North America. He also brings extensive leadership experience to the Board through his experience as CEO and chairman of multiple public companies. Mr. Papa has been involved in succession planning, compensation, employee management and the evaluation of acquisition opportunities, and provides the Board with valuable insight regarding the challenges and opportunities facing Schlumberger in these areas.

Schlumberger Limited2020 Proxy Statement

9

Leo Rafael Reif
		President, Massachusetts Institute of Technology   Director since 2007   Age:6769   Other Current Public Boards:None.		Board CommitteesNone •  Compensation •  Nominating and Governance •  Science and Technology, Chair
		Former Public Directorships Held During thePast 5 Years •  Alcoa Inc. •  Arconic Inc.		Citizenship: United States of America Board Committees • Science and Technology, Chair • Compensation • Nominating and Governance Other Experience and Education •  Fellow, The Institute for PhD in Electrical and Electronic Engineers •  Doctorate in electrical engineering,Engineering, Stanford University • Board of Trustees, The World Economic Forum • Member of the American Academy of Arts and Sciences •  Board of Trustees, The World Economic Forum
LEO RAFAEL REIF has been President of the Massachusetts Institute of Technology (“MIT”) since July 2012, and was its Provost, Chief Academic Officer and Chief Budget Officer from August 2005 to July 2012. Dr. Reif was head of MIT’s Electrical Engineering and Computer Science Department from September 2004 to July 2005, and an Associate Department Head for Electrical Engineering in MIT’s Department of Electrical Engineering and Computer Science from January 1999 to August 2004. In 2015, Dr. Reif joined the board of directors of Alcoa Inc. in 2015,, an industrial aluminum company, and remained on its board until resigning in November 2016 as part of Alcoa’s public spin-off of Arconic Inc., a leading provider of precision-engineered products and solutions. In connection withFollowing the spin-off, Dr. Reif wasserved as a member of Arconic’s board of directors from November 2016 to May 2017. Since 2019, he has been a member of the board of directors of Arconic Inc. from November 2016 to May 2017. the Council on Foreign Relations.
Relevant Skills and Expertise Dr. Reif brings to the Board valuable management and finance expertise. As a scientist, he has deep scientific and technological expertiseknowledge about the Company’sSchlumberger’s products and current technology, as well as about anticipated future technological needs of the Company and the industry. The Board values Dr. Reif’s connections to the U.S. scientific community, as well as his expertise in university relations and collaborations, which are of high importance to Schlumberger and its efforts in technology leadership and employee retention. Dr. Reif provides the Board with a critical U.S. scientific perspective, which is of immense value in the oversight of the Company’s strategy.

Henri Seydoux
Schlumberger Limited2018 Proxy Statement		12

Henri Seydoux

		Chairman and Chief Executive Officer, Parrot S.A.   Director since 2009   Age:5759   Other Current Public Boards:Parrot S.A.		Board Committees •  FinanceParrot S.A. •  Nominating and Governance •  Science and Technology
		Former Public Directorships Held During thePast 5 Years •  None		Citizenship: France Board Committees • Compensation • Nominating and Governance • Science and Technology Other Experience and Education • Current chief executive officer • Technology leadership • Entrepreneurial and management expertise • Director of privately-held company
HENRI SEYDOUX has been Chairman and Chief Executive Officer of Parrot S.A., a global wireless products manufacturer, since 1994. Mr. Seydoux is an entrepreneur with great initiative. He founded Parrot S.A. in 1994 as a private company and took it public in 2007.2006. He also serves on the board of directors of Sigfox, a privately-held global communications service provider for the Internet. internet.
Relevant Skills and Expertise Mr. Seydoux, as the chief executive of a dynamic and innovative technology company, brings to the Board entrepreneurial drive and management skills. He also has family ties to the founding Schlumberger brothers, and havingbrothers. Having grown up in the Schlumberger family culture, Mr. Seydoux is well placed to see that the Company continues its historical commitment to Schlumberger’s core values. His service on the Board addresses the Company’s need to preserve the Company’s unique culture and history while fosteringhelping to foster innovation.

Jeff W. Sheets
		Former EVP and Chief Financial Officer, ConocoPhillips   Director since 2019 Age:62 Other Current Public Boards: •  Enerplus Corporation •  Westlake Chemical Corporation Former Public Directorships Held During the Past 5 Years •  None Citizenship: United States of America Board Committees • Audit • Compensation Other Experience and Education • Former CFO of public international oil and gas company • MBA, University of Houston • Bachelor of Science in Chemical Engineering, Missouri University of Science and Technology
JEFF W. SHEETS is the former Executive Vice President and Chief Financial Officer of ConocoPhillips Company, a public international oil and gas company, having served in that role from 2010 until his retirement in February 2016. Prior to that, Mr. Sheets served at ConocoPhillips and its predecessor companies for more than 36 years in a variety of finance, engineering and strategic planning roles. Since December 2017, Sheets has served on the board of directors of Enerplus Corporation, a Canadian oil and gas company, where he is a member of the audit and risk management, compensation and human resources, and safety and social responsibility committees. He also has served since January 2018 on the board of directors of Westlake Chemical Corporation, an international manufacturer and supplier of petrochemicals and related products, where he chairs the nominating and governance committee and is a member of the audit, compensation and corporate risk committees. Sheets is a member of the Board of Trustees at the Missouri University of Science and Technology.
Relevant Skills and Expertise Mr. Sheets brings to the Board strong financial and operational expertise as a former chief financial officer of a large upstream oil and gas company. The Board benefits greatly from Mr. Sheets’ expertise in developing and implementing corporate strategy in the oil and gas industry, his significant finance and mergers and acquisitions experience, and his experience as an independent director of two other public companies.

Corporate Governance

The following are some highlights of our corporate governance practices and policies:Governance Framework — Highlights

Board Independence; Committees Structure

Majority Voting; Stockholder AuthorityRights

Executive Stock Ownership Guidelines

We have executive stock ownership guidelines, which are designed to align executive and stockholder interests. For a description of the guidelines applicable to our executive officers and other senior members of management, see “Compensation Discussion and Analysis—Other Aspects of Our Executive Compensation Framework—Executive Stock Ownership Guidelines” starting on page 42.46.

Risk Oversight

No Hedging or Pledging of Schlumberger Stock

Our directors and executive officers are prohibited from hedging their ownershipusing any strategies or products (such as derivative securities or short-selling techniques) to hedge, directly or indirectly, against the potential changes in the value of Schlumberger common stock. Furthermore,In addition, our directors and executive officers, and other key employees, are prohibited from holding Schlumberger securities in a margin account or pledging their Schlumberger stock.securities as collateral for a loan. Our insider trading policy strongly discourages, but does not prohibit, other employees from engaging in speculative transactions, including hedging or other financial mechanisms, holding Schlumberger securities in a margin account or pledging Schlumberger securities.

Policy Against Lobbying and Political Contributions

Schlumberger isWe have a strong culture of being politically neutral, and hashave a long-standing policy against lobbying or making financial or in-kind contributions to political parties or candidates, even when permitted by law. This policy, as set forth in Schlumberger’sour code of conduct, entitled The Blue Print and The Blue Print in Action (our “Code of Conduct”), prohibits the use of Company funds or assets for political purposes, including for contributions to any political party, candidate or committee, whether federal, state or local. In addition, the Company does not lobby. As a result of the Company’sour policy of political neutrality, Schlumberger does not maintainhave a political action committee, nor does it contribute to any third-party political action committees or other political entities organized under Section 527 of the U.S. Internal Revenue Code.

Code of 1986, as amended (the “Internal Revenue Code”).

In 2017,2019, the Center for Political Accountability, (“CPA”), a non-profit, non-partisan organization, assessed our disclosure for its annual CPA-Zicklin Index of Corporate Political Disclosure and Accountability (“CPA-Zicklin Index”). The CPA-Zicklin Index measures the transparency, policies and practices of the Standard & Poor’s (“S&P”) 500.

As a result of our enhanced disclosure regarding our prohibition on political lobbying and contributions, we achieved a perfect score of 100% in the 20172019 CPA-Zicklin Index.

Communication with Board

The Board recommends that stockholders and other interested parties initiate communications with the Board, the Chairman, the lead independent director or any Board committee by writing to our Corporate Secretary. This process assists the Board in reviewing and responding to communications by stockholders and other interested parties. The Board has instructed our Corporate Secretary to review correspondence directed to the Board (including to the Chairman, the lead independent director and any Board committee) and, at the Secretary’s discretion, to forward those items that he deems appropriate for the Board’s consideration. Communications can be sent to the following address:

Stockholder Engagement

Our relationship and on-going dialogue with our stockholders are important parts of our Board’s corporate governance commitment. Our Investor Relations, Environmental, Social and Governance (“ESG”), Legal and Human Resources teams engage with stockholders to seek their views on key matters and to inform our management and our Board about the issues and emerging governance trends that our stockholders tell us matter most to them. Our lead independent director and the chairs of our Compensation and Nominating and Corporate Governance Committees also participate in our engagement efforts when requested. These engagements routinely cover executive compensation, corporate governance, ESG, human rights and other current and emerging issues.

We typically reach out to our largest institutional stockholders annually in the fall. We then report the feedback we receive to our Board and its relevant committees, allowing the Board to better understand our stockholders’ priorities and perspectives. In addition to this annual outreach, we may engage with our large institutional stockholders at other times in the year when we believe that there are appropriate topics to discuss. For more detail on our engagement with our stockholders in 2018 and 2019, see “Compensation Discussion and Analysis—Stockholder Engagement; 2019 Say-On-Pay Vote” on pages 26-27 of this proxy statement.

Corporate Governance Guidelines

Schlumberger isWe are committed to adhering to sound principles of corporate governance and hashave adopted corporate governance guidelines that theour Board believes are consistent with Schlumberger’sour values, and that promote the effective functioning of theour Board, its committees and the Company. Our Board periodically, and at least annually, reviews and revises, as appropriate, our Corporate Governance Guidelines to ensure that they reflect the Board’s corporate governance objectives and commitments. Our Corporate Governance Guidelines are on our website at http:https://www.slb.com/ about/guiding_principles/corpgovernance/corpgov_guidelines.aspx.who-we-are/corporate-governance/guidelines.

Board Independence

Schlumberger’sOur Corporate Governance Guidelines provide that at least a majority of the Board must consist of independent directors. This standard reflects the NYSE corporate governance listing standards.

Our Board has adopted director independence standards, which can be found in Attachment A to our Corporate Governance Guidelines, and which meet or exceed the independence requirements in the NYSE listing standards. Based on the review and recommendation by the Nominating and Governance Committee, the Board has determined that each current director and each director nominee listed above under “Election of Directors” is “independent” under the listing standards of the NYSE and our director independence standards, except Mr. Kibsgaard,Le Peuch, who is our CEO and therefore does not qualify as independent, and Messrs. Galuccio and Papa. Additionally, Ms. Maureen Kempston Darkes and Mr. Miguel Galuccio.Michael Marks were independent throughout the period in 2019 that each served on the Board.

In addition to the Board-level standards for director independence, each member of the Audit Committee meets the heightened independence standards required for audit committee members under the NYSE’s listing standards and SEC rules, and each member of the Compensation Committee meets the heightened independence standards for compensation committee members under NYSE listing standards adopted in 2013, which Schlumberger implemented in advance of the required compliance date.standards.

Transactions Considered in Independence Determinations.Determinations The

Our Board’s independence determinations included a review of transactions that occurred since the beginning of 20142017 with entities associated with our directors or members of their immediate family. In making its independence determinations, the Board considered that Mr. Galuccio, Ms. Kempston Darkes, Mr.Dr. Kudryavtsev, Mr. Marks, Dr. Mitrova, Ms. Nooyi, Ms. Olayan, Dr. Reif and Mr. SandvoldSheets each serve, or have served, as directors, executive officers, trustees, outside consultants or advisory board members at companies and universities that have had commercial business relationships with the Company, all of which were ordinary course commercial transactions involving significantly less than the greater of $1 million or 1% of the other entity’s annual revenues.

The Board also considered that the Company made charitable contributions in 2017 to The Massachusetts Institutethe form of Technology, of which Dr. Reif is the President, of approximately $997,000, relating to educational grants and sponsored fellowships, for which Dr. Reif received no personal benefit. This amount was significantly less than the greater of $1 million or 2% of the university’s consolidated gross revenues for any of the past three years. The Board also considered that the son of Mr. Galuccio is an employee of the Company, but that he was not an executive officer of the Company and received less than $120,000 in compensationper year to certain institutions with which some of the directors are affiliated, as well as the following charitable contributions:

No director received any personal benefit from any such charitable contributions.

Board Tenure

We believe that Board tenure diversity is important and directors with many years of service provide the Board with a deep knowledge of our company, while newer directors lend fresh perspectives. The chart belowin this section reflects the Board tenure of our current director nominees.

Under our Corporate Governance Guidelines, non-executive directors are eligible to be nominated or renominated to the Board up to their 70^thbirthday, and executive directors are eligible to be nominated or renominated up to their 65^thbirthday, after which directors may no longer be nominated or renominated to the Board. Our Board may waive this policy on a case-by-case basis on the recommendation of the Nominating and Governance Committee if it deems a waiver to be in the best interest of the Company.

Diversified Director Nominee Tenure

The Board waived this policy for Mr. Papa upon the recommendation of the Nominating and Governance Committee because it believes that having Mr. Papa serve on the Board is in the best interest of our Company and our stockholders.

Director Nominations

The Nominating and Governance Committee believes that director nominees should, in the judgment of the Board, be persons of integrity and honesty, be able to exercise sound, mature and independent business judgment in the best interests of our stockholders as a whole, be recognized leaders in business or professional activity, have background and experience that will complement those of other Board members, be able to actively participate in Board and Committeecommittee meetings and related activities, be able to work professionally and effectively with other Board members and Schlumberger management, be available to remain on the Board long enough to make an effective contribution, and have no material relationship with competitors, customers or other third parties that could present realistic possibilities of conflict of interest or legal issues.

The Nominating and Governance Committee also promotes Schlumberger’s diversity policy that the Board should include appropriate expertise and reflect theensure that qualified candidates reflecting gender, cultural and geographical diversity of the Company.are considered as potential director nominees. Schlumberger has approximately 100,000105,000 employees worldwide, representing more than 140170 nationalities, and values gender, cultural and geographical diversity in its directors as well. We also have a culture of recruiting, hiring and training where we operate, as described in our Code of Conduct, and that Conduct. This culture also

influences the composition of our Board. ThreeTwo of the Company’s 11our nine director nominees are women. Of the 11our nine director nominees, fourthree are citizens of the United States of America; twoAmerica, three are citizens of Norway;France, one is a citizen of Saudi Arabia, one is a dual citizen of both Russia and Israel, and one eachis a dual citizen of both Argentina and the United Kingdom, Canada, France, Russia and Saudi Arabia.Kingdom.

Our verygeographically diverse Board also evidences the Board’sour commitment to have directors who represent countries where Schlumberger operates. In addition, the exceptionally broad and diverse experience of our Board membersnominees is in keeping with the goal of having directors whose background and experience complement those of other directors. The Nominating and Governance Committee’s evaluation of director nominees takes into account their ability to contribute to the Board’s diversity, and the Nominating and Governance Committee annually reviews its effectiveness in balancing these considerations in the context of its consideration of director nominees.

One of the other goals of our Nominating and Governance Committee is to ensure that the nominees have experience, skills and other attributes that complement the whole of our Board as a governing body. We believe that our director nominees are able to provide a well-rounded set of expertise that will assist in effective oversight of management at Schlumberger. The following matrix identifies the primary skills, core competencies and other attributes that each director nominee brings to bear in their service to our Board and committees. Each director nominee possesses numerous other skills and competencies not identified below. We believe identifying primary skills is a more meaningful presentation of the key contributions and value that each director nominee brings to their service on the Board and to our stockholders. Further information on each director nominee, including some of their specific experiences, skills and other attributes, is set forth in the biographies beginning on page 7 of this proxy statement.

	Summary of Individual Director Primary Skills, Core Competencies and Other Attributes
	Current or former CEO or president
	Energy industry expertise
	Risk management experience
	Corporate finance/capital management expertise
	Academic relations
	Scientific and technological innovation experience
	M&A experience
	Experience in key Schlumberger markets
	Government, public policy and regulatory insights

Applying the criteria above, the Nominating and Governance Committee recommends to the Board the number and names of persons to be proposed by the Board for election as directors at theour annual general meeting of stockholders. In obtaining the names of possible nominees, the Nominating and Governance Committee makes its own inquiries and will receive suggestions from other directors management, stockholders and other sources, and its process for evaluating nominees identified in unsolicited recommendations from security holders is the same as its process for recommendations from other sources.management. From time to time, the Committee retains executive search and board advisory consulting firms to assist in identifying and evaluating potential nominees. To further our diversity policy, we request that any such firms retained by us include women and ethnically diverse candidates in the proposals they present to us. During 2017,2019, the Committee used the services of New York-based Spencer Stuart, a third-party executive search firm, for this purpose. Consideration of new Board candidates typically involves a series of internal discussions, review of information concerning candidates, and interviews with selected candidates. Spencer Stuart suggested both Messrs. de La Chevardière and Sheets as prospective Board members typically suggest candidates for nomination to the Board.candidates.

The Nominating and Governance Committee will consider nominees recommended by stockholders who meet the eligibility requirements for submitting stockholder proposals for inclusion in the next proxy statement and submit their recommendations in writing to:

Chair, Nominating and Governance Committee

c/o Secretary, Schlumberger Limited

5599 San Felipe, 17^thFloor

Houston, Texas 77056.

Such recommendations must be submitted by the deadline for stockholder proposals referred to at the end of this proxy statement. Unsolicited recommendations must contain all of the information that would be required in a proxy statement soliciting proxies for the election of the candidate as a director, a description of all direct or indirect arrangements or understandings between the recommending security holder and the candidate, all other companies to which the candidate is being recommended as a nominee for director, and a signed consent of the candidate to cooperate with reasonable background checks and personal interviews, and to serve as a member of our Board, if elected.

Board Adoption of Proxy Access

Although we had not received a stockholder proposal requesting a proxy access bylaw, we proactively adopted proxy access bylaw provisions in January 2017. These provisions permit a stockholder, or a group of up to 20 stockholders, owning at least three percent (3%)3% of the Company’sour outstanding common stock, for at least three (3) years, to include two (2) director nominees, or 20% of the current Board, whichever is greater, in our proxy for the annual general meeting, beginning with our 2018 annual general meeting of stockholders.

The amendments made to the bylaws also address “advance notice” requirements. These require stockholders to notify us within a certain window each year of any stockholder proposals for any annual general meeting, and to provide additional information. For more information, please review the full text of our bylaws as filed with the SEC.

meeting.

Board Leadership Structure

The Board recognizes that one of its key responsibilities is to evaluate and determine an appropriate board leadership structure to provide for independent oversight of management. The Board believes that there is no single, generally accepted board leadership structure that is appropriate for all companies, and that the right structure may vary for a single company as circumstances change. As such, our independent directors consider the Board’s leadership structure at least annually, and may modify this structure from time to time to best address the Company’s unique circumstances and advance the best interests of all stockholders, as and when appropriate.

From 2011 to 2015, the Board was led by a non-executive chairmanEffective August 1, 2019, Mr. Paal Kibsgaard retired as our CEO and Chairman of the Board. He had held both of these roles since 2015. The Board appointed Mr. Le Peuch as CEO and elected him to be a member of the Board, effective upon Mr. Kibsgaard’s retirement. In connection with this change in the chairman’sBoard leadership, the Board examined the advantages and disadvantages of various board leadership structures in light of the Company’s executive and Board leadership and its governance priorities.

The independent members of the Board determined that, effective upon Mr. Kibsgaard’s retirement as a member of our Board in 2015,August 2019, the appointment of a non-executive Chairman of the Board would be an appropriate Board leadership structure at this time because it would allow our new CEO to focus on leading the Company’s complex international business operations, while providing the Board experienced leadership separate from our management. As a result, the independent members of the Board gave thoughtful consideration toappointed Mr. Papa as our non-executive Chairman of the Board’s leadership structure and determined that recombining the Chairman and CEO positions under the leadership ofBoard.

Although Mr. Kibsgaard upon the chair’s retirement was in the best interests of the Company and its stockholders. This determination was based on the Board’s strong belief that, as the individual with primary responsibility for managing the Company’s day-to-day operations and with extensive knowledge and understanding of the Company, Mr. KibsgaardPapa is best positioned to chair regular Board meetings as the directors discuss key business and strategic issues and to focus the Board’s attention on the issues of greatest importance to the Company and its stockholders. Furthermore, combining the roles of Chairman and CEO in Mr. Kibsgaard creates a clear line of authority that promotes decisive and effective leadership, both within and outside the Company. In making this judgment, the Board took into account its evaluation of Mr. Kibsgaard’s performance as CEO and as a then-currentnon-executive member of the Board, his positive relationshipsthe Board previously determined that he is not an “independent” director under the listing standards of the NYSE and our own director independence standards. For this reason, the Board determined in July 2019 that Mr. Currie, Chair of the Audit Committee and the Board’s lead independent director, should continue to serve as the Board’s lead independent director.

The Chairman of the Board and the lead independent director together set the agenda for all Board meetings, and the lead independent director sets the agenda for, and leads, all executive meetings of the non-executive directors, providing consolidated feedback, as appropriate, from those meetings to the Chairman. The lead independent director also has authority to call meetings of the Board in executive session; facilitates discussions, outside of scheduled Board meetings, among the independent directors on key issues as appropriate; and serves as a non-exclusive liaison with the Chairman and our CEO, in consultation with the other directors, and the strategic perspective he would bring to the role of Chairman.independent directors.

In considering its leadership structure, the Board also took into account that Schlumberger’s current governance practices provide for strong independent leadership, active participation by our independent directors and independent evaluation of, and communication with, many members of senior management. These governance practices are reflected in our Corporate Governance Guidelines and our various committee charters, which are available on our website. The Board believes that its risk oversight programs, discussed immediately below, arewould be effective under a variety of board leadership frameworks and therefore do not materially affect the Board’s choice of leadership structure.

As discussed above under “Election of Directors,” Mr. Currie will not stand for re-election at our annual general meeting of stockholders. The Board expects to elect a successor lead independent director from among the independent directors elected at the 2020 annual general meeting.

The Board’s Role in Risk Oversight

As set forth in our Corporate Governance Guidelines, the Board routinely assesses major risks facing the Company and options for their mitigation, in order to promote the Company’s stockholders’ and other stakeholders’ interests in the long-term health and the overall success of the Company and its financial strength.

The full Board is actively involved in overseeing risk management for the Company. It does soWe believe that our Board composition provides the Company with robust experience in several areas of risk oversight. Several of our Board members, including Dr. Mitrova and Messrs. Galuccio, Le Peuch and Papa, have valuable experience in the regulatory, economic and commodity risks that are specific to our industry, while Drs. Kudryavtsev and Reif and Mr. Seydoux have valuable experience in science and technology issues. In addition, many members of our Board, including Dr. Reif, Messrs. Currie, de La Chevardière, Seydoux and Sheets, and Mses. Nooyi and Olayan, all provide expertise in general business governance, capital allocation, management and economic trends relevant to our business.

In addition, each of our Board committees considers the risks within its areas of responsibility. The Board and its committees exercise their risk oversight responsibilities in a variety of ways, including the following:

The Board also manages risk in part through its oversight of the Company’s Executive Risk Committee (the “ERC”) comprised of, comprising more than half a dozen top executives of the Company from various functions, each of whom supervises day-to-day risk management throughout the Company. The ERC is not a committee of the Board. The ERC ensures that the Company identifies all potential material risks facing the Company and implements appropriate mitigation measures. The Company’s risk identification is performed annually at two levels: the ERC performs a corporate-level risk mapping exercise, which involves the CEO and several other members of senior management, and while maintaining oversight, delegates operational (field-level) risk assessment and management to theCompany’s various GeoMarkets, Technologies and Functions and to its Research, Engineering, Manufacturing and Sustaining organization. To the extent that the ERC identifies recurring themes from the operational risk mapping exercises, they are acted on at the corporate level. Members of the ERC meet formally at least once a year, and more frequently on an ad hoc basis, to define and improve the risk mapping process, and to review and monitor the results of those exercises and those that have been delegated. The ERC reports directly to the CEO and to the full Board, and annually presents to the full Board a comprehensive report as to its risk mapping efforts for that year.

In addition, each of our Board committees considers the risks within its areas of responsibility. For example, the Finance Committee considers finance-related risks on a quarterly basis and recommends guidelines to control pension and other investments, banking relationships and currency exposures. The Compensation Committee reviews and assesses the Company’s overall compensation program and its effectiveness at linking executive pay to performance, aligning the interests of our executives and our stockholders and providing for appropriate incentives. The Science and Technology Committee reviews and assesses risks affecting the Company’s technology direction and research and development. The Nominating and Governance Committee oversees governance- and compliance-related risks, related person transactions, and reviews and discusses the Company’s Ethics and Compliance Program’s quarterly statistical report and the various allegations, disciplinary actions and training statistics brought to its attention. The Nominating and Governance Committee also considers corporate social responsibility risks. The Audit Committee reviews and assesses risks related to financial reporting. The Audit Committee also discusses all significant finance-related violations of Company policies brought to its attention from time to time, and annually reviews a summary of all finance-related violations. Additionally, the outcome of the Company’s Audit Risk assessment is presented to the Audit Committee annually; this assessment identifies internal controls risks and drives the internal audit plan for the coming year. All significant violations of the Company’s Code of Conduct and related corporate policies are reported to the Nominating and Governance Committee and (if finance-related) to the Audit Committee, and, when appropriate, are reported to the full Board. Once a year, the Director of Compliance delivers to the full Board a comprehensive Annual Compliance Report. The risks identified within the Ethics and Compliance Program are incorporated into the ERC’s enterprise risk management program described above.

Meetings of the Board of Directorsand Committees; Director Attendance

The Board and its Committeescommittees met throughout 2019 on a set schedule, held special meetings, and acted by written consent from time to time, as appropriate. The Board held four regularly-scheduled meetings and two special meetings in 2019. In addition, a special committee of the Board met at various times during the year in connection with CEO succession planning, as described under “—Board Responsibilities and Committees—The Board’s Role in Succession Planning” on page 18. At each Board meeting, time is reserved for the independent directors to meet in executive session without the CEO present. Officers regularly attend Board meetings to present information on our business and strategy, and Board members have worldwide access to our employees outside of Board meetings.

During 2017,In addition, each of the Board held five meetings. Schlumberger has an Audit, a Compensation, a Nominating and Governance aand Finance and a Science and Technology Committee. During 2017, the Audit Committee met five times; the Compensation Committee metCommittees held four times; the Finance Committee met four times; the Nominating and Governance Committee met four times;regularly-scheduled quarterly meetings, and the Science and Technology Committee met two times.held one regularly-scheduled meeting, in 2019. Each of the Audit and Nominating and Governance Committees held one special meeting in 2019.

Each of our current directors attended at least 75% of the meetings of the Board and the committees on which he or she served in 20172019 (held during the period he or she served).

From time to time between meetings, Board and committee members confer with each other and with management and independent consultants regarding relevant issues, and representatives of management may meet with such consultants on behalf of the relevant committee.

The Board’s policy regarding director attendance at annual general meetings of stockholders is that directors are welcome, but not required, to attend, and that the Company will make all appropriate arrangements for directors who choose to attend. No director attended our annual general meeting of stockholders in 2019.

Board Responsibilities and Committees

Board Responsibilities

The Board oversees and counsels the Company’s CEO and other members of the senior management team in managing in the long-term interests of the Company and our stockholders. The Board’s responsibilities include:

The Board’s Role in Succession Planning

As reflected in our Corporate Governance Guidelines, the Board’s primary responsibilities include planning for CEO succession and monitoring and advising on management’s succession planning for other senior executives. The Board’s goal is to have a long-term and continuing program for effective senior leadership development and succession.

In connection with our recent CEO transition, the Board formed a special committee, chaired by our lead independent director. The special committee met 21 times during 2018 and 2019 as part of its oversight and leadership of the process to identify the candidate with the appropriate skills, vision, and experience to lead Schlumberger into the future.

Board Committees

MEMBERS OF THE COMMITTEES OF THEOUR BOARD OF DIRECTORS AS OF FEBRUARY 1, 2018

2020

			Nominating		Science
			and		and
	Audit	Compensation	Governance	Finance	Technology
Name of Director	Audit Committee	Compensation Committee	Nominating and Governance Committee	Finance Committee	Science and Technology Committee
Peter L.S. Currie*(1)	Chair
Patrick de La Chevardière
Miguel Galuccio				Chair
V. Maureen Kempston DarkesNikolay Kudryavtsev(1)
Nikolay KudryavtsevTatiana A. Mitrova
Helge Lund
Michael E. Marks
Indra K. Nooyi(1)		Chair
Lubna S. Olayan			Chair
Leo Rafael Reif					Chair
Tore I. SandvoldMark G. Papa**
Henri Seydoux
*    Lead independent director.
Jeff W. Sheets

Audit Committee

The Audit Committee consists of five directors, each of whom meets the independence and other requirements of the NYSE’s listing standards and SEC rules (including the heightened requirements that apply to audit committee members). The Audit Committee assists the Board in its oversight of the accounting and financial reporting process of the Company, including the audit of the Company’s financial statements and the integrity of the Company’s financial statements, legal and regulatory compliance, the independent registered public accounting firm’sauditor’s qualifications, independence performance and related matters,performance, and the performance of the Company’s internal audit function.

The authority and responsibilities of the Audit Committee include the following:

The Company’s independent registered public accounting firmauditor is accountable to the Audit Committee. The Audit Committee pre-approves all engagements, including the fees and terms for the integrated audit of the Company’s consolidated financial statements.

The Board has determined that each Committee member has sufficient knowledge in financial and auditing matters to serve on the Committee. In addition, the Board has determined that each of Ms. Nooyi and Messrs. Lund, MarksCurrie, de La Chevardière and Currie, as well as Mrs. Nooyi, each qualifySheets qualifies as an “audit committee financial expert” under applicable SEC rules. The Audit Committee operates pursuant to a written charter, which describes its authority and responsibilities in detail, and is available on the Company’s website at http:https://www.slb.com/about/ guiding_principles/corpgovernance/audit_committee.aspx.

Compensation Committee

The Compensation Committee consists of threefive directors, each of whom meets the independence requirements of the NYSE’s listing standards (including the heightened requirements that apply to compensation committee members). The purposes of the Compensation Committee are to assistassists our Board in discharging its responsibilities with regard to executive compensation; periodically reviewreviews non-executive directors’ compensation; overseeoversees the Company’s general compensation philosophy, policy and programs; serveserves as the administrative committee under the Company’s stock plans; and prepareprepares the annual Compensation Committee Reportcompensation committee report required by the rules of the SEC.

The authority and responsibilities of the Compensation Committee include the following:

The Compensation Committee may delegate specific responsibilities to one or more individual committee members to the extent permitted by law, regulation, NYSE listing standards and Schlumberger’s governing documents. The design and day-to-day administration of all compensation and benefits plans and related policies, as applicable to executive officers and other salaried employees, are handled by teams of the Company’s human resources, finance and legal department employees. The Compensation Committee operates pursuant to a written charter, which describes its authority and responsibilities in detail, and is available on the Company’s website at http:https://www.slb.com/about/guiding_principles/ corpgovernance/compensation_committee.aspx.who-we-are/corporate-governance/compensation-committee.

Nominating and Governance Committee

The Nominating and Governance Committee consists of fivethree directors, each of whom meets the independence requirements of the NYSE’s listing standards. The Nominating and Governance Committee assists the Board in identifying qualified individuals to become directors; nominates directors to serve on, and chair, committees; reviews corporate governance trends; develops and recommends to the Board a set of corporate governance guidelines and recommending any amendments; monitors and reviews the effectiveness of the Company’s Ethics and Compliance Program; oversees the Company’s corporate reputation, ESG and social responsibility strategies; and oversees the annual review of the Board’s performance.

The authority and responsibilities of the Nominating and Governance Committee include the following:

The Nominating and Governance Committee operates pursuant to a written charter, which describes its authority and responsibilities in detail, and is available on the Company’s website at http:https://www.slb.com/about/guiding_principles/corpgovernance/ nomgov_committee.aspx.who-we-are/corporate-governance/nominating-and-governance-committee.

Finance Committee

The Finance Committee consists of seven directors, each of whom, except for Mr. Galuccio, meets the independence requirements of the NYSE’s listing standards.six directors. The Finance Committee advises the Board and management of the Company on various capital allocation and capital structure matters, including dividends and stock repurchases, acquisitions and divestitures, financial and related risk management policies and the investment of funds.

The authority and responsibilities of the Finance Committee include the following:

The Finance Committee operates pursuant to a written charter, which describes its authority and responsibilities in detail, and is available on the Company’s website at http:https://www.slb.com/ about/guiding_principles/corpgovernance/finance_committee.aspx.who-we-are/corporate-governance/finance-committee.

Science and Technology Committee

The Science and Technology Committee consists of six directors. The Science and Technology Committee advises the Board and management on matters involving the Company’s research and development programs.

The authority and responsibilities of the Science and Technology Committee include the following:

The Science and Technology Committee operates pursuant to a written charter, which describes its authority and responsibilities in detail, and is available on the Company’s website at http:https://www.slb.com/about/guiding_principles/corpgovernance/ tech_committee.aspx.who-we-are/corporate-governance/science-and-technology-committee.

Communication with the BoardCode of Conduct

Schlumberger has adopted a code of conduct entitled The Board has established a process forBlue Print and The Blue Print in Action, which applies to all interested parties, including stockholders and other security holders, to send communications, other than sales-related communications, to one or more of its members, including todirectors, officers and employees. Together, these documents describe the independent or non-management directors as a group. Interested parties may contact the Board or any Schlumberger director (including the Chairmanpurpose, ambition and mindset of the Board) by writing to themCompany and expectations for its employees. Both documents are located at the following address:https://www.slb.com/who-we-are/guiding-principles/our-code-of-conduct.

Director Attendance at 2017 Annual General Meeting

The Board’s policy regarding director attendance at annual general meetings of stockholders is that directors are welcome, but not required, to attend, and that the Company will make all appropriate arrangements for directors who choose to attend. No director attended our annual general meeting of stockholders in 2017.

Policies and Procedures for Approval of Related Person Transactions

In January 2007, the Board formally adopted a written policy with respect to “related person transactions” to document procedures pursuant to which such transactions are reviewed, approved or ratified. Under SEC rules, “related persons” include any director, executive officer, director nominee, or greater than 5% stockholder of the Company since the beginning of the previous fiscal year, and their immediate family members. The policy applies to any transaction in which:

but excludes any transaction that does not require disclosure under Item 404(a) of SEC Regulation S-K.

The Nominating and Governance Committee, with assistance from the Company’s Secretary and General Counsel, is responsible for reviewing and, where appropriate, approving or ratifying any related person transaction involving Schlumberger or its subsidiaries and related persons. The Nominating and Governance Committee approves only those related person transactions that are in, or are not inconsistent with, the best interests of the Company and its stockholders.

Since the beginning of 2017,2019, there were no related person transactions under the relevant standards.

Code of Conduct

Schlumberger has adopted a code of conduct entitled The Blue Print and The Blue Print in Action, which applies to all of its directors, officers and employees. Together, these documents describe the purpose, ambition and mindset of the Company and expectations for its employees. Both documents are located at www.slb.com/about/codeofconduct.aspx.

Our Commitment to Stewardship

The energy industry is changing, and Schlumberger’s vision is to define and drive high performance, sustainably. Our core competence is to enable our customers to operate more safely, efficiently, effectively and in an environmentally responsible manner.

Schlumberger has a long history of social and environmental leadership, including:

In line with stakeholder expectations, our Global Stewardship program addresses:

To find out more about our Global Stewardship program, see our annual Global Stewardship Report, which is available at www.slb.com/globalstewardship.

To continuously strengthen and increase transparency around our ESG reporting efforts, we use key sustainability frameworks as main points of references, including:

As part of our Global Stewardship program, we chose, at the corporate level, 11 of the 17 U.N. Sustainable Development Goals that we believe we can affect. In 2019, we began engaging our leadership teams across each of our GeoMarket regions to select Sustainable Development Goals to focus on by country, and to further develop local sustainability plans and objectives.

Our CEO, various of his direct reports, and other members of our management also have sustainability goals incorporated into their short-term incentive compensation opportunity for 2020.

Protecting the Environment and Addressing Climate Change

In December 2019, we became the first company in upstream E&P services to commit to setting a science-based target to reduce our greenhouse gas (“GHG”) emissions, as defined by the Science Based Targets initiative (“SBTi”). In line with SBTi’s defined criteria, we will define our GHG reduction target by 2021. Our science-based target will align with the goals of the U.N. Paris Agreement and will be calculated using expertise from our extensive scientific community. We have set an initial target to reduce GHG emissions from our fuel and power consumption by 30% by 2025. We will revise this target accordingly once our science-based target has been defined and approved. We are also examining opportunities to reduce our indirect GHG emissions from associated input and outputs of our operations.

Also in 2019, we complemented our well-established risk assessment program with a comprehensive climate risk assessment in a country that is representative of our operational activities. This project adopted TCFD’s recommendations related to the identification of opportunities and risks—both financial and physical—associated with climate change, including conducting scenario-based analyses in accordance with the U.N. Paris Agreement. After a detailed evaluation of our operations in the selected country, we identified both acute and chronic physical climate risks, as well as potential risks and opportunities associated with the energy transition. Findings from this project were communicated to Schlumberger management and our Board and are further shaping our internal climate strategy. For example, we launched a global sea-level rise assessment, which we expect to complete in 2020. We have expanded our climate assessment project and, as of January 2020, our operations in countries representing over 50% of our total 2019 revenue are participating in the program.

In addition, we offer a broad portfolio of technologies with a reduced environmental impact aimed at helping our customers in decreasing their environmental footprint; using cleaner chemistry and reducing waste; and increasing decarbonization elements throughout each phase of the oil and gas exploration and production process. Metrics tracked and supported by our Stewardship Tool include:

A Continued Focus on People

People are at the core of everything we do. In support of the U.N. Sustainable Development Goals, our continued commitment to operationalize social sustainability spans across numerous programs focused on:

Our social sustainability goals include, by 2025, a 25% gender balance goal across our workforce, and a 2:1 education engagements-to-employees ratio aimed at positively impacting the lives of more than 200,000 children.

We are committed to respecting human rights. We implement a cross-functional leadership approach in our global operations that enables us to align our business priorities and our core values on human rights issues. We recognize the increasing relevance of the U.N. Guiding Principles, which are reflected in our Human Rights Position Statement, our Code of Conduct, and our policies and procedures. During 2019, our key human rights activities included:

Key Stewardship Goals

We are asking our stockholders to approve, on an advisory basis, the Company’sour executive compensation as reported in this proxy statement. As described below in the “Compensation Discussion and Analysis” section of this proxy statement, the Compensation Committee has structured our executive compensation program to achieve the following key objectives:

We urge stockholders to read the “Compensation Discussion and Analysis” beginning on page 2425 of this proxy statement, which describes in more detail how our executive compensation policies and procedures operate and are designed to achieve our compensation objectives, as well asobjectives. We also urge stockholders to read the Summary Compensation Table and other related compensation tables and narrative, appearing on pages 45-58,49-63, which provide detailed information on the compensation of our named executive officers. The Compensation Committee and the Board believe that the policies and procedures articulated in the “Compensation Discussion and Analysis” are effective in achieving our goals and that the compensation of our named executive officers reported in this proxy statement has contributed to the Company’s long-term success.

In accordance with Section 14A of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and as a matter of good corporate governance, we are asking stockholders to approve the following advisory resolution at the 20182020 annual general meeting of stockholders:

RESOLVED, that the stockholders of Schlumberger Limited (the “Company”) approve, on an advisory basis, the compensation of the Company’s named executive officers disclosed in the Compensation Discussion and Analysis, the Summary Compensation Table and the related compensation tables, notes and narrative in the Proxy Statement for the Company’s 20182020 annual general meeting of stockholders.

This advisory resolution, commonly referred to as a “say-on-pay” resolution, is non-binding on our Board. Although non-binding, our Board and the Compensation Committee will review and consider the voting results when making future decisions regarding our executive compensation program.

The Board has adopted a policy providing for an annual “say-on-pay” advisory vote. Unless the Board of Directors modifies its policy on the frequency of holding “say-on-pay” advisory votes, the next “say-on-pay” advisory vote will occur in 2019.2021.

Required Vote

A majority of the votes cast is required to approve this Item 2.

If you hold your shares in “streetstreet name,” please note that brokers, banks and holders of record do not have discretion to vote on this proposal without your instruction. If you do not instruct your broker, bank or holder of record how to vote on this proposal, your brokerthey will deliver a non-vote on this proposal.

The Board of Directors Recommends a VoteFORItem 2.

Compensation Discussion and Analysis

The followingThis Compensation Discussion and Analysis (“CD&A”) describes Schlumberger’sour compensation policies and practices as they relate to each person who served as our Chief Executive Officer or Chief Financial Officer in 2019, and the next three most highly compensated executive officers identified in the Summary Compensation Table below (the2019 (each an “NEO” or a “named executive officers,” or the “NEOs”officer”). :

The purpose of the CD&A is to explain what the elements of their compensation are;our NEOs’ compensation; why the Compensation Committee selectsselected these elements; how the Compensation Committee determinesdetermined the relative size of each element of compensation; the decisions the Compensation Committee made with respect to the 20172019 compensation of the NEOs,NEOs; and the reasons for those decisions.

20172019 — Executive Overview

The second half2019 was a year of 2017transformational change and marked the beginning of an uneven recovery followingexciting new chapter for Schlumberger. In August 2019, Paal Kibsgaard, our then-CEO and Chairman of the longestBoard, retired from both positions after eight years as CEO and deepest industry downturnfour years as Chairman. Olivier Le Peuch, a 33-year veteran of the Company, then became our CEO and a member of our Board. Our Board also changed its leadership structure, splitting the roles of Chair and CEO, and electing a non-executive Chairman of the Board. Later in 30 years. Although oil2019, we announced that Simon Ayat was stepping down as our Executive Vice President and gas prices improvedChief Financial Officer in 2017, their average prices remained far below 2014 levels. However, we capitalizedJanuary 2020, and that Stephane Biguet, a 24-year Schlumberger veteran, would succeed Mr. Ayat in that role.

Following his appointment, our new CEO laid out his new strategic goals for the Company, with a determined focus on the difficult industry environment by continuing to strengthen our technology-based servicemargins expansion, increased return on capital, and product lines through strategic acquisitions, organic growth and industry-leading research and engineering. These efforts also enabled us to bolster our market competitiveness in key markets around the world.free cash flow generation. As a result, we were ableinitiated a new scale-to-fit strategy in our North America land operations, began exiting highly commoditized service offerings, removed structural costs to quickly reactivate almost allprotect margins, and accelerated the deployment of our pressure pumping fleetstechnology-access business models and our focus on asset-light operations.

Overall Company performance in 2019 was positive, particularly in the international markets, as we continued to meet customer demand whencapitalize on the strength of our international franchise. We generated $5.4 billion in cash flow from operations and $2.7 billion in free cash flow despite very challenging market began to recoverconditions, including a sharp decline in North America revenue, driven by weakness in the second half of 2017.land market.

We exceeded our one- and two-year synergy targets of $300 million for 2016 and $600 million for 2017, that we set at the closeHighlights of our 2016 acquisition of Cameron International Corporation (“Cameron”). Strategic acquisitions like Cameron through the downturn helped us to increase our total addressable market by 50%. We also executed three significant Schlumberger Production Management (“SPM”) agreements in 2017. SPM was an effective countercyclical business development program during the downturn, and we expect it to mitigate the effects of our cyclical industry in the future.2019 performance include:

We continued to expand our customer digital offerings by introducing our DELFI* cognitive E&P environment. This new software platform enables customer E&P teams around the world to securely collaborate in real time, improving operational efficiency while delivering optimized production at the lowest cost per barrel. The first workflow to be introduced in the DELFI environment is our DrillPlan* digital well construction planning solution,

An integral part of our fully integratednew strategy is our responsibility to all stakeholders, as well construction offering. The DrillPlan solution has already demonstratedas the capabilityenvironment and the communities where we live and work. One way that we showed our commitment to decrease well plan development timeenvironmental sustainability in 2019 was by more than half.becoming the first company in the upstream E&P services area to commit to setting a science-based target to reduce our GHG emissions. We believe that this is a necessary and important step to lead positive, measurable changes in GHG emissions within the industry to help reduce climate change.

At the end of 2017, we purchased Weatherford International’s U.S. pressure pumping and perforating assets. This transaction further enables us to execute our strategy of expanding our pressure pumping and pump-down perforating businesses in North America. We also underwent a global corporate restructuring to maximize our operational agility and competitiveness for the long-term.

Overview of Compensation Decisions for 20172019

Our senior management team delivered strong financial and operational results in 2017 despite the industry downturn that began in 2014 and continued into 2017. In this difficult operating environment,2019, the Compensation Committee continued to focus on strengthening the link between pay and performance; retaining and motivating our top executives;executives through a year of great change and uncertainty; appropriately compensating them for outperformingimproving on our competitors during the downturneffective deployment of capital, working capital management and increasingcash flow generation; and promoting long-term stockholder value.value despite challenging industry conditions.

In this context, and as more fully discussed elsewhere in this CD&A, thebelow are some key actions that our Compensation Committee approved the following actions in 2017:took with respect to our NEOs’ 2019 compensation:

Stockholder Engagement; 2019 Say-On-Pay Vote

Our Compensation Committee is committed to seeking and considering stockholder feedback in designing and managing our executive compensation program. We proactively engage with our stockholders regarding executive compensation and other corporate governance matters throughout the year, as discussed further in “Corporate Governance—Stockholder Engagement” on page 13. Our compensation program design for 2019 was largely developed and implemented in response to, and as a product of, discussions with our stockholders.

In 2018, we reached out twice to our stockholders. First, in advance of our 2018 annual general meeting, we contacted 20 of our largest stockholders, representing 47% of our outstanding stock, and met with 14 of them, representing 35% of our outstanding common stock, to seek their views on our executive compensation program. Later in the year, we reached out to 18 of our largest stockholders, representing 41% of our outstanding stock, and eight of these stockholders, representing 24% of our outstanding stock, accepted our request for a meeting. Senior members of our management team and, in several cases, our lead independent director and the chair of our Compensation Committee, engaged these stockholders in frank and productive discussions regarding our executive compensation program. In response to stockholder feedback, the Compensation Committee in January 2019 approved significant changes to our executive compensation program, which are reflected above under “—Overview of Compensation Decisions for 2019” and are also summarized in the chart below.

Following these stockholder engagement efforts, 95.8% of the votes cast at our 2019 annual general meeting of stockholders voted in favor of our executive compensation program.

Our Board and Compensation Committee recognize that continued, regular engagement with our stockholders is critical to maintaining the substantial stockholder support of our executive compensation program that they demonstrated at our 2019 annual general meeting, as well as to further align our executive compensation objectives with our stockholders’ priorities. As a result, in fall 2019, senior members of our management team reached out to 26 of our largest stockholders, representing 50% of our outstanding stock, to offer to discuss compensation matters and listen to their feedback. None of these stockholders requested a meeting with us, because, among other reasons, we had implemented changes to our compensation program design that addressed their concerns. We intend to continue to consider our stockholders’ priorities and recommendations with respect to our executive compensation program design and practices in 2020 and beyond.

Annual Cash Incentive Awards

WHAT WE HEARD IN 2018		to PresidentWHAT WE DID IN 2019
Some stockholders said our NEOs’ key personal objectives constituted too large a portion of their annual cash incentive opportunity, and preferred that a larger portion of their annual cash incentive awards be based on achieving quantitative Company financial goals.		Beginning with our 2018 compensation program, we reduced the weighting of our Cameron Group in April 2017. In addition, Mr. Juden’s annual LTI value was increased from $2.7 million to $3.0 million based on a comparative market analysis.
	•	In contrast to the past two years, when industry conditions resulted in the decision to establish two six-month financial performance goalsNEOs’ key personal objectives under our annual cash incentive program,plan from 50% to 30%, and correspondingly increased the Compensation Committee establishedweighting of quantitative Company financial goals to 70% under that plan. As a single financial targetresult, for the full 12 monthsour 2019 annual cash incentive program: •  70% of 2017our NEOs’ cash incentive award opportunity was based on dilutedachievement of quantitative Company financial goals, as follows: •  30% based on achievement of earnings per share, excluding charges and credits (“adjusted EPS”)., targets; •  40% based on absolute dollar cash flow generation targets; and •  30% of our NEOs’ cash incentive award opportunity was based on achievement of pre-established key personal objectives.
Long-Term Incentive Equity Awards
WHAT WE HEARD IN 2018		WHAT WE DID IN 2019
Some stockholders encouraged us to incorporate a TSR metric into our performance-based equity awards. The target was set 14% aboverationale for including this metric would be to better tie our 2016 adjusted EPS.executives’ compensation to the creation of stockholder value.		We introduced a three-year relative TSR modifier to all of our 2019 PSU awards. Under this modifier, the number of shares earned upon vesting of the PSUs will be reduced by 25 percentage points if our cumulative TSR during the three-year TSR performance period is in the bottom 33rd percentile relative to the TSR of the individual companies comprising the Philadelphia Oil Service Sector (“OSX”) Index. The relative TSR modifier will only reduce the number of shares earned under a PSU award, but will not increase the number of shares earned.
Some stockholders requested that the performance and vesting period for all future PSUs be at least three years.	•	In October 2017, our Committee approved out-of-cycle RSU grantsAs a result of the three-year relative TSR modifier, all PSUs awarded to each of our NEOs to promote retention, except for our CEO, who did not accept any RSUs. Mr. Juden also received RSUs in April 2017 for retention purposes.2019 will vest, if at all, only after a three-year TSR performance period.

Our Executive Compensation Best Practices

The following is a summary of some of our executive compensation best practices and policies.

WHAT WE DO			WHAT WE DON’T DO
	Pay for Performance.100% of Annual LTI Awards are Performance-Based.Our100% of our NEOs’ annual equity-based compensation is 100% in the formperformance-based, using a variety of performance-based equity awards.   performance measures.
	At riskRisk Pay.A significant portion of our executiveNEOs’ pay is at risk. For our CEO,risk, and is based on a mix of absolute and relative financial and operational metrics. In 2019, approximately 88% of his 2017our former CEO’s 2019 total direct compensation was at risk.
	Clawbacks.Our Annual Cash Incentive Awards are Performance-Based.At least 70% of our NEOs’ annual cash incentive opportunity is based on achievement of rigorous quantitative Company financial goals.
	Clawback Policy.Our compensation recovery, or “clawback”clawback policy, and the terms of our equity awards, allow our Board to recoup performance-based cash and equity awards in specified instances.
	Robust Executive Stock Ownership Guidelines.Requirements.To further enhance the link between the interests ofUnder our stockholders and our executives,stock ownership guidelines, our CEO must own an amount of our stock valued at 6six times his annual base salary; our executive vice presidents and CFO must own at least 3three times their annual base salary; and all other executive officers must own at least 2two times their annual base salary.
	Mandatory Retention of Shares.Our executives must retain 50% of the net shares acquired upon the exercise of stock options and the vesting of PSUs and RSUs, until they achieve the required ownership level under our stock ownership guidelines.
	Annual Peer Compensation Review.We annually review the compensation opportunities for all of our executive officers against our peer groups annually. groups.

WHAT WE DON’T DO
		No gross-ups on excise taxes.
	No repricing or exchange of underwater options without stockholder approval.
	No hedging or pledging of Schlumberger stock by directors or executive officers.
	No LTI or annual cash incentive payouts if we fail to achieve pre-established threshold performance criteria.
	No excessive perquisites to executive officers.
	No executive pension or insurance plans exclusively for executive officers. We also do not grant extra years of credited service to our executive officers of their ownership of Schlumberger stock.   under our supplementary pension plans.
	No employment, severance or change-in-control agreements with newly hired executive officers.
	No automatic acceleration of equity awards upon a change in control.   Our executive officers have no employment, severance
	No automatic share replenishment or change-in-control agreements.   Our executive officers receive only very limited perquisites“evergreen” provisions in our omnibus stock incentive plans.
	PSUs and RSUs do not participate in any executive pensionaccrue dividends or insurance plans, other than those generally availabledividend equivalents prior to employees.   vesting.
	We do not dilute our shareholdersstockholders with excessive equity grants to employees. Our 20172019 “burn rate,” or stock awards granted as a percentage of common shares outstanding, was only approximately 0.54%0.90%.

TYPE		ELEMENT		KEY FEATURES		HOW WE DETERMINE				WHY?
		ROCE Performance Share Units		• Relative performance metric • Based on our average annual return on capital employed compared to that of several oilfield service competitors • 3-year performance period		• See ROCE payout/performance matrix on page 35				• Motivates and rewards executives for performance on key financial and operational measures
		FCF Performance Share Units		• Absolute performance metric • Based on our free cash flow as a percentage of our cumulative net income, excluding charges and credits • 2-year performance period plus mandatory 1-year holding period		• See FCF payout/performance matrix on page 35				• Aligns the interests of our executives with long-term stockholder value • Designed to retain executive talent
		Annual Cash Incentive		• 50% based on Company achievement of full-year adjusted EPS targets • 50% based on achievement of strategic, operational and key personal objectives		• The primary basis on which we set our annual performance expectations • See EPS payout/performance matrix on page 31 • See each NEO’s objectives beginning on page 31				• Fosters a results-driven, pay-for-performance culture
		Annual Base Salary		• Reviewed every year in January; adjusted when appropriate • Only fixed compensation component		• Job scope and responsibilities; experience; individual performance; market data				• Provides a base level of competitive cash compensation when all other pay elements are variable

Framework for Setting Executive Compensation in 20172019

Executive Compensation Philosophy and Goals

Our executive compensation program is designed so that the higher an executive’s position in the Company, the greater the percentage of compensation that is “at risk,”risk” — that is, contingent on our financial performance, long-term stock price performance and individual performance. Please see “Other Aspects of our Executive Compensation Framework—See “—Relative Size of Direct Compensation Elements” beginning on page 39.30. The Company believes that having a significant portion of executiveour executives’ compensation at risk more closely aligns thetheir interests of its executives with theour long-term interests and those of Schlumberger and itsour stockholders.

The table below sets out the elements of our NEOs’ 2019 total direct compensation; certain key features of each element; how we determine their size; and how each of these elements of compensation supports our business strategy.

TYPE		ELEMENT		KEY FEATURES		HOW WE DETERMINE		HOW ELEMENT SUPPORTS OUR STRATEGY
		Return on Capital Employed (ROCE) Performance Share Units		•  Relative performance metric: ROCE •  Based on our average annual ROCE compared to that of several major oilfield service competitors over a 3-year performance period •  A relative TSR modifier may reduce, but not increase, payouts for performance relative to the individual companies comprising the OSX Index over a 3-year TSR performance period		•  See ROCE payout and performance matrix on page 40		•  Motivates and rewards executives for relative outperformance on a key financial metric •  New TSR modifier reduces PSU payouts if our relative performance is substandard and enhances stockholder alignment
		Free Cash Flow (FCF) Conversion Performance Share Units		•  Absolute performance metric: free cash flow conversion •  Based on our free cash flow conversion as a percentage of our cumulative net income, excluding charges and credits, over a 2-year performance period •  A relative TSR modifier may reduce, but not increase, payouts for performance relative to the individual companies comprising the OSX Index over a 3-year TSR performance period		•  See free cash flow conversion payout and performance chart on page 41		•  Aligns the interests of our executives with long-term stockholder value by tying payouts to our ability to exercise capital discipline and convert cumulative net income into free cash flow •  New TSR modifier enhances stockholder alignment by extending the vesting period to three years. Also reduces PSU payouts if our relative performance is substandard
		Annual Cash Incentive		•  70% based on achievement of quantitative Company financial goals as follows: •  30% based on achievement of adjusted EPS targets •  40% based on achievement of absolute dollar value cash flow generation targets •  30% based on achievement of pre-established key personal objectives		•  See adjusted EPS payout and performance chart on page 36 •  See cash flow generation payout and performance chart on page 35 •  See each NEO’s objectives on pages 36-37		•  Fosters a results-driven, pay-for-performance culture •  Adjusted EPS reflects stockholder value creation •  Cash flow generation goals align the interests of our executives with stockholder value by tying payouts directly to generation of cash necessary to enhance stockholder value. These goals are also consistent with our strategy of meeting cash commitments without increasing net debt and our focus on capital discipline
		Annual Base Salary		•  Only fixed compensation component •  Reviewed every year in January; adjusted when appropriate		•  Job scope and responsibilities; experience; individual performance; market data		•  Provides a base level of competitive cash compensation when all other pay elements are variable