Carbon Storage Assurance Facility Enterprise (CarbonSAFE). One environmental benefit of carbon sequestration is that it can help mitigate carbon dioxide emissions. In 2018, we continued this work by partnering with Stanford University, ExxonMobil and the Environmental Defense Fund (EDF) to test 12 different methane detectors and the ability to mount these detectors on trucks, aircraft or drones. While current methane detectors can monitor a single location like a well site, these new technologies can identify and characterize leaks over a large area of otherwise unmonitored land and allow for remediation.

Engaging in a global dialogue

We have an active voice in the global energy and sustainability dialogue. In 2016, we hosted a global conference on the future of energy at our research facility in Cambridge, Massachusetts. The conference addressed topics such as the evolution of the energy transition; the future of world energy after the international climate agreement at the 2015 Paris Climate Conference (COP21); and climate change. At the conference, more than 40 thought leaders in engaged in open, frank discussions regarding climate change and related issues. Some of the attendees included representatives from the MIT Energy Initiative; the Yale Climate and Energy Institute; the U.S. Department of Energy; the International Energy Agency; the U.S. National Renewable Energy Laboratory, and scientists and other policy makers from various other institutions and governmental agencies.

We also share our views with several influential educational and policy studies organizations. Some of these include The Aspen Institute; the Royal Institute of International Affairs (Chatham House); Energy Intelligence Group; SustainAbility; the Center for Strategic and International Studies; Resources for the Future; the Bloomberg Sustainable Business Forum, and other sustainability forums.

In addition, we are a part of, or otherwise support, numerous industry groups including the International Petroleum Industry Environmental Conservation Association (IPIECA); the American Geosciences Institute; the National Ocean Industries Association; the Permian Strategic Partnership; the American Petroleum Institute; the Center for Strategic and International Studies; the National Petroleum Council; the Petroleum Equipment & Services Association; the Independent Petroleum Association of America; and the International Association of Oil & Gas Producers. Finally, we provide educational and advisory services to governmental organizations such as the United States Department of Energy, the United States Department of the Interior and the Texas Railroad Commission.

Communication with Board

The Board recommends that stockholders and other interested parties initiate communications with the Board, the Chairman, the Lead Independent Directorlead independent director or any Board committee by writing to our Corporate Secretary. This process assists the Board in reviewing and responding to stockholder communications.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 Directorlead 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. StockholdersCommunications can send communicationsbe sent to the following address:

ShareholderStockholder Engagement

Our relationship and on-going dialogue with our stockholders is anare important partparts 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 Directorlead independent director and the chairmanchairs of our Compensation Committeeand Nominating and Corporate Governance Committees also participate in our engagement efforts when requested. These engagements routinely cover executive compensation, corporate governance, social, environmental, compensation, safety,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 from stockholders to theour 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 2018 engagement with our stockholders in 2018 and 2019, see “Compensation Discussion and Analysis—Stockholder Engagement; 2019 Say-On-Pay Vote” on pages 26-27.26-27 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, Mr. Helge LundMs. Maureen Kempston Darkes and Mr. Tore SandvoldMichael Marks were independent throughout the period in 20182019 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

TheOur Board’s independence determinations included a review of transactions that occurred since the beginning of 20162017 with entities associated with our directors or members of their immediate family. In making its independence determinations, the Board considered that 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 2%1% of the other entity’s annual revenues.

The Board also considered that the Company made charitable contributions in 2018the form of educational grants of less than $120,000 per year to the Moscow School of Management SKOLKOVO, where Dr. Mitrova is Directorcertain institutions with which some of the Energy Centre, of approximately $500,000, relating to educational grants and sponsored fellowships, for whichdirectors are affiliated, as well as the following charitable contributions:

No director received noany personal benefit. This amount was significantly less than the greater of $1 million or 2% of the university’s consolidated gross revenues forbenefit from any of the past three years.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. The Board waived this policy for Mr. Papa upon the recommendation of the Nominating and Governance Committee because it believes that retaininghaving Mr. Papa serve on the expertise of Mr. PapaBoard is in the best interest of our Company and our stockholders.

Diversified Director Nominee Tenure

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 ensure that qualified candidates reflecting gender, cultural and geographical diversity 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. This culture also

influences the composition of our Board. ThreeTwo of our 10nine director nominees are women. Of the 10our nine director nominees, fourthree are citizens of the United States of America, twothree are citizens of Russia, andFrance, one is a citizen of each of Norway, France, and Saudi Arabia, while one is a dual citizen of our directorsboth Russia and Israel, and one is a dual citizen of both Argentina and the United Kingdom.

Our geographically 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 nominees 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 theour 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 experience,experiences, skills and other attributes, is set forth in the biographies beginning on page 87 of this proxy statement.

Summary of Individual Director Primary Skills, Core Competencies and otherOther 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, /publicpublic 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 our 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 and 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 2018,2019, the Committee used the services of 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. Our CEOSpencer Stuart suggested each of Dr. Mitrovaboth Messrs. de La Chevardière and Mr. PapaSheets as prospective 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 our 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.

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 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 to the Board’s leadership structure and determined that recombining theappointed Mr. Papa as our non-executive Chairman and CEO positions under the leadership of Mr. Kibsgaard upon the independent 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,Board.

Although Mr. Kibsgaard was 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, the Board believed that combining the roles of Chairman and CEO in Mr. Kibsgaard createdPapa is 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.

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. We 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, Kibsgaard,Le Peuch and Papa, and Dr. Mitrova have valuable experience in the regulatory, economic and commodity risks that are specific to our industry, while Messrs. Kudryatsev,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, Reif andde La Chevardière, Seydoux and Msses.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 the Company’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 ESG 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 2018,In addition, each of the Board held 5 meetings. Schlumberger has an Audit, a Compensation, a Nominating and Governance aand Finance Committees held four regularly-scheduled quarterly meetings, and athe Science and Technology Committee. During 2018, eachCommittee held one regularly-scheduled meeting, in 2019. Each of our committees met four times.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 20182019 (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, 2019

2020

			Nominating		Science and
	Audit	Compensation	and GovernanceNominating	Finance	TechnologyScience
			and		and
	Audit	Compensation	Governance	Finance	Technology
Name of Director	Committee	Committee	Committee	Committee	Committee
Peter L.S. Currie*		(1)	Chair
Patrick de La Chevardière
Miguel Galuccio				Chair
V. Maureen Kempston DarkesNikolay Kudryavtsev(1)	Chair
Nikolay KudryavtsevTatiana A. Mitrova
Michael E. Marks(1)
Tatiana Mitrova
Indra K. Nooyi(1)		Chair
Lubna S. Olayan			Chair
Leo Rafael Reif					Chair
Mark G. PapaPapa**
Henri Seydoux
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. Currie, de La Chevardière and Sheets 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.who-we-are/corporate-governance/audit-committee.

Compensation Committee

The Compensation Committee consists of fourfive 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 fourthree 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 five directors, each of whom, except for Messrs. Galuccio and Papa, 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 foursix 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 includes overseeing 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.

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 https://www.slb.com/who-we-are/guiding-principles/our-code-of-conduct.

Director Attendance at 2018 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 2018.

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 2018,2019, 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 2625 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 49-61,49-63, 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 20192020 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 20192020 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 2020.2021.

Required Vote

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

If you hold your shares in street 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, they 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 20182019 compensation of the NEOs,NEOs; and the reasons for those decisions.

20182019 — Executive Overview

20182019 was a difficult year of transformational change and marked the beginning of an exciting new chapter for Schlumberger. In August 2019, Paal Kibsgaard, our then-CEO and Chairman of the Board, retired from both positions after eight years as CEO and four 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 2019, we announced that Simon Ayat was stepping down as our Executive Vice President and Chief Financial Officer in January 2020, and that Stephane Biguet, a 24-year Schlumberger as well asveteran, would succeed Mr. Ayat in that role.

Following his appointment, our new CEO laid out his new strategic goals for oilfield services companies asthe Company, with a whole. Our common share price suffereddetermined focus on margins expansion, increased return on capital, and free cash flow generation. As a 46% decline year-over-year. This was very similarresult, we initiated a new scale-to-fit strategy in our North America land operations, began exiting highly commoditized service offerings, removed structural costs to protect margins, and accelerated the average year-over year share price declinedeployment of all companies, including our largest competitors, comprising the Philadelphia Oil Service Sector Index. The year was characterized by —technology-access business models and our share pricefocus on asset-light operations.

Overall Company performance in 2019 was affected by — continued industry uncertainty, muted customer spending, sluggish pricing improvement and a dramatic decrease in oil pricespositive, particularly in the fourth quarterinternational markets, as we continued to capitalize on the strength of 2018. Our named executive officers’ 2018our international franchise. We generated $5.4 billion in cash incentive payouts, which were subject primarily to achievement of rigorous quantitative Company 2018 financial goals, paid out at less than 38% of target, underscoring the alignment between our shareholders’ experienceflow from operations and our executives’ 2018 cash incentive compensation. See “Elements of Total Direct Compensation; 2018 Decisions—Annual Cash Incentive Awards” beginning on page 34.

Against this backdrop, however, our senior management team delivered strong operational results in 2018. Our consolidated revenues grew for a second year in a row, increasing 8% over our 2017 revenue. We also generated $2.5$2.7 billion in free cash flow despite very challenging market conditions, including a sharp decline in 2018, representing a 48% increase year-over-year.⁽¹⁾ OverNorth America revenue, driven by weakness in the courseland market.

Highlights of 2018, our management set a solid foundation for our 2019 plans, including improving our liquidity through our focus on revenue growth, incremental margins, capital discipline and careful management of working capital.performance include:

Our strong results in the first half of 2018 were led by our OneStim^® business in North America. The vertical integration

An integral part of our supply chain gave us a competitive advantage innew strategy is our hydraulic fracturing service lines and ensured supply-chain security in a volatile market. Also in 2018, we continuedresponsibility to ramp up our integrated drilling services (IDS) business in the international market, capitalizing on one of our core strengths. We believe this will result in higher margins and faster returns for these projects in 2019. Our OneSubsea product line booked $1 billion in orders during the second half of 2018, providing a solid platform for growth.

We continued our transformation by modernizing all of our internal workflows,stakeholders, as well as the environment and the communities where we live and work. One way that we showed our organizational structure. This included further professionalizingcommitment to environmental sustainability in 2019 was by becoming the first company in the upstream E&P services area to commit to setting a science-based target to reduce our support functions, introducing cutting-edge planning, execution and collaboration tools, and adjusting our operations to increase teamwork and functional accountability. Our modernized operating platform will allow us to significantly improve our efficiency and reduce operating costs of our asset base through improved planning, distribution and maintenance.GHG emissions. We believe that this will maximizeis a necessary and important step to lead positive, measurable changes in GHG emissions within the industry to help reduce climate change.

Overview of Compensation Decisions for 2019

In 2019, the Compensation Committee continued to focus on strengthening the link between pay and performance; retaining and motivating our operational agilitytop executives through a year of great change and competitivenessuncertainty; appropriately compensating them for the long-term.improving on our effective deployment of capital, working capital management and cash flow generation; and promoting long-term stockholder value despite challenging industry conditions.

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

Stockholder Outreach; ChangesEngagement; 2019 Say-On-Pay Vote

Our Compensation Committee is committed to seeking and considering stockholder feedback in designing and managing our Executive Compensation Programexecutive 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, 66.2% of the votes cast atwe reached out twice to our annual general meeting of stockholders votedstockholders. First, in favoradvance of our executive compensation program. Prior to our2018 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.

Further, Later in August 2018,the year, we reached out to 18 of our largest stockholders, representing 41% of our outstanding stock, and spoke to eight of these stockholders, representing 24% of our outstanding common stock.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 and some of the alternatives we were considering in light of the stockholder feedback we received prior to the annual meeting. Our Lead Independent Director and the chairman of our Compensation Committee also participated in our engagement efforts when requested. Our management team then reported on these discussions to our Compensation Committee and our Board.program. In response to stockholder feedback, the Compensation Committee in January 2019 approved threesignificant changes to our executive compensation program, which we summarizeare reflected above under “—Overview of Compensation Decisions for 2019” and are also summarized in the chart below. One

Following these stockholder engagement efforts, 95.8% of these changesthe 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 effective forcritical to maintaining the substantial stockholder support of our 2018 executive compensation program while the other two went into effect this year. Thus, the full impactthat 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 decisions will be reflected instockholders requested a meeting with us, because, among other reasons, we had implemented changes to our 2019compensation 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 will be presentedpractices in next year’s proxy statement.2020 and beyond.

Annual Cash Incentive Awards

WHAT WE HEARD IN 2018		WHAT WE DID – EFFECTIVE FOR 2018 COMPENSATIONIN 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 results.financial goals.			•   WeBeginning with our 2018 compensation program, we reduced the weighting of our NEOs’ key personal objectives under our annual cash incentive plan from 50% to 30%, and correspondingly increased the weighting of quantitative Company financial objectivesgoals to 70% under that plan. As a result:result, for our 2019 annual cash incentive program: •50%  70% of our NEOs’ 2018 cash incentive plan continued to beaward opportunity was based on achievement of quantitative Company financial goals, as follows: •  30% based on achievement of earnings per share, excluding charges and credits (“adjusted EPSEPS”), targets; •10%  40% based on absolute dollar cash flow generation targets; and •  30% of our NEOs’ 2018 cash incentive planaward opportunity was based on revenue targets; and •   10%achievement of our NEOs’ 2018 cash incentive plan was based on pre-tax operating income (“PTOI”) targets.pre-established key personal objectives.

Long-Term Incentive (“LTI”) Equity Awards

Long-Term Incentive Equity Awards
WHAT WE HEARD IN 2018		WHAT WE DID – EFFECTIVE FORIN 2019 COMPENSATION
• Some stockholders encouraged us to incorporate a total shareholder return (“TSR”)TSR metric into our performance-based equity awards. The rationale for including this metric would be to better tie our executives’ compensation to the creation of stockholder value.		• We introduced a modifier based onthree-year relative TSR modifier to all of our 2019 performance share unit (“PSU”)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 ranked in the bottom 33rdpercentile relative to the TSR of the individual companies comprising the Philadelphia Oil Service Sector (OSX)(“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.		•   As a result of our introduction of the three-year relative TSR modifier, described above, all 2019 PSUs granted to our NEOs are subject to a three-year TSR performance metric. •   For 2019, half of the PSUs awarded to our NEOs are also subject to a two-year performance metric based on the percentage of our net income that we are able to convert to free cash flow in addition to the three-year TSR modifier. Other PSUs are subject to a three-year return on capital employed (“ROCE”) performance condition in addition to the three-year TSR modifier. As a result, all 2019 PSUs will vest, if at all, only after a three-year TSR performance period.

Overview of Compensation Decisions for 2018

In 2018, the Compensation Committee continued to focus on strengthening the link between pay and performance; retaining and motivating our top executives; and appropriately compensating them for outperforming our competitors and increasing long-term stockholder value.

In this context, and as more fully discussed elsewhere in this CD&A, the Compensation Committee approved the following actions for our NEOs’ 2018 compensation:

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.100% of our NEOs’ annual equity-based compensation is performance-based, using a variety of performance measures.
	At Risk Pay.A significant portion of our NEOs’ pay is at risk, and is based on a mix of absolute and relative financial and operational metrics. In 2019, approximately 88% of our former CEO’s 20182019 total direct compensation was at risk.
	Short-Term Incentive.Our Annual Cash Incentive Awards are Performance-Based.At least 70% of our NEOs’ annual cash incentive planopportunity is based on achievement of rigorous quantitative Company financial goals.
	Clawback Policy.Our 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.OurUnder our stock ownership guidelines, our CEO must own an amount of our stock valued at six times his annual base salary; our executive vice presidents and CFO must own at least three times their annual base salary; and all other executive officers must own at least two 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. Limit on Maximum Incentive Payouts.We cap the amount that can be earned under our incentive compensation arrangements as a multiple of target. groups.

WHAT WE DON’T DO
		Our executive officers have no employment, severance or change-in-control agreements. 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 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 receive only very limited perquisites.
	No executive pensionautomatic share replenishment or insurance plans exclusively for executive officers. “evergreen” provisions in our omnibus stock incentive plans.
	PSUs and RSUs do not accrue dividends or dividend equivalents prior to vesting.
	We do not dilute our shareholdersstockholders with excessive equity grants to employees. Our 20182019 “burn rate,” or stock awards granted as a percentage of common shares outstanding, was only 0.37%0.90%. No repricing or exchange of underwater options without stockholder approval.

Framework for Setting Executive Compensation in 20182019

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” — that is, contingent on our financial performance, long-term stock price performance and individual performance. See “—Relative Size of Direct Compensation Elements” beginning on page 30. The Company believes that having a significant portion of our executives’ compensation at risk more closely aligns their interests with theour long-term interests and those of Schlumberger and itsour stockholders.

The table below sets out the elements of our NEOs’ 20182019 total direct compensation; certain key features of each element; how we determine their size; and why we usehow each of these elements.elements of compensation supports our business strategy.

TYPE

ELEMENT

KEY FEATURES

HOW WE DETERMINE

ELEMENT

KEY FEATURES

HOW WE DETERMINE

WHY?ELEMENT SUPPORTS OUR STRATEGY

ROCE Return on Capital Employed (ROCE) Performance Share Units

•Relative performance metricmetric: 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/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

FCF Free Cash Flow (FCF) Conversion PerformanceShare Units

•Absolute performance metricmetric: 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 FCF payout/free cash flow conversion payout and performance matrixchart on page 41

•Aligns the interests of our executives with long-term stockholder value by tying payouts to a key financial metric forour ability to exercise capital discipline and convert cumulative net income into free cash flow •  New TSR modifier enhances stockholder alignment by extending the businessvesting period to three years. Also reduces PSU payouts if our relative performance is substandard

Annual Cash Incentive

•50%  70% based on achievement of quantitative Company financial goals as follows: •  30% based on achievement of adjusted EPS targets •10%  40% based on achievement of revenueabsolute dollar value cash flow generation targets •10% based on achievement of PTOI targets • 30% based on achievement of strategic, operational andpre-established key personal objectives

•  See adjusted EPS is the primary basis on which we set our annualpayout and performance expectations •Revenue and PTOI are important company performance indicators •See absolute metric performance chartschart on page 36 •  See cash flow generation payout and performance chart on page 35 •See each NEO’s objectives on page 37pages 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 • 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

In setting our executives’ compensation, we believe that:

Promotion from within the Company is a key principle at Schlumberger, and all of our named executive officers have reached their current positions through career development within the Company. Schlumberger seesWe view diversity of itsour workforce as both a very important part of itsour cultural philosophy and a business imperative, as it better enables the Companyus to serve clients anywhere in the world. Schlumberger believes that its use of a consistent approach to compensation at all levels irrespective of nationality is a strong factor in achieving a diverse workforce comprising top global talent.

Relative Size of Direct Compensation Elements

Our executive compensation program consists of three primary elements, comprising our executives’ total direct compensation:

These elements allow the Companyus to remain competitive and attract, retain and motivate top executive talent with current and potential future financial rewards. At the same time, this relatively simple compensation program is applied and communicated consistently to our exempt employees of more than 140 nationalities operating in more than 85 countries.

The Compensation Committee reviews the elements of our NEOs’ total direct compensation for the NEOs throughout the year, to evaluate whether each element of direct compensation remains at levels that are competitive with companies in Schlumberger’s two main executive compensation peer groups as described in “Other Aspects of ourOur Executive Compensation Framework – Framework—Peer Group Companies” below. The Compensation Committee relies on its own judgment in making these compensation decisions after its review of external market practicesdata of companies in our executive compensationtwo main peer groups, including the size and mix of direct compensation for executives in those companies. The Compensation Committee seeks to achieve an appropriate balance between annual cash rewards, thatwhich encourage achievement of annual financial and non-financial objectives, and LTI awards, thatwhich encourage positive long-term stock price performance, with a greater emphasis on LTI awards for more senior executives.effective deployment of capital and the generation of cash flow to enable us to execute our strategy.

While external market data provide important guidance in making decisions on executive compensation, the Compensation Committee does not set compensation based on market data alone. When determining the size and mix of each element of an NEO’s total direct compensation, the Compensation Committee also considers the following factors:

The charts below show the percentage of 20182019 base salary, target annual cash incentive and LTI compensation established by the Compensation Committee in January 2018for Mr. Kibsgaard—our former CEO—and for our CEO and other NEOs. ApproximatelyAs shown in the charts below, approximately 88% of Mr. Kibsgaard’s 2019 target total direct compensation was at risk, and approximately 86% of the 2019 target total direct compensation of our CEO and 83% for our other NEOs was at risk, demonstrating management’s alignment with our stockholders. In 2018, the portion of our CEO’s total compensation, as well as that of our other NEOs as a group, that was at risk is as follows:risk.

Schlumberger CEO 2018 Pay Mix(1)		SchlumbergerReflects target full-year total direct compensation of Mr. Kibsgaard, our former CEO. As discussed above under “—2019—Executive Overview,” Mr. Kibsgaard retired effective August 2019 and Mr. Le Peuch was promoted to CEO. Mr. Le Peuch’s target total direct compensation for the period from January 1, 2019 to July 31, 2019 is reflected in “Schlumberger Other NEO 20182019 Pay MixMix.”
(2)
		In order to better reflect the target annual direct compensation mix for our NEOs serving in a non-CEO role, excludes the target total direct compensation for Mr. Le Peuch for the period from August 1, 2019 to December 31, 2019, during which he served as our CEO.

Based on market data provided by ourPay Governance LLC, the Compensation Committee’s independent compensation consultant Schlumberger’s(“Pay Governance”), our pay mix is generally more weighted toward long-term incentiveLTI compensation than that of the companies in our two main comparatorexecutive compensation peer groups. The Compensation Committee may, at its discretion, modify the CEO’s, or any otheran NEO’s mix of base pay, annual cash incentive and LTIs, or otherwise adjust an NEO’s total compensation, to best fit their specific circumstances. This has historically provided flexibility toFor example, the Compensation Committee to compensate NEOs appropriately as they near retirement, when they might not receive any LTI awards for their final years of service. The Compensation Committee may also increase the size of an LTI award to an NEO if the aggregate career LTI awards granted do not adequately reflect the executive’s current position and level of responsibility within the Company, taking into account external market practices and the other factors described above.

In January 2019, the Compensation Committee concluded that, based on its review of the relative size of direct compensation elements of companies in our main executive compensation peer groups, as well as internal factors, the mix of base salary, target annual cash incentive and LTI was appropriate for each of our NEOs.

In October 2019, the Compensation Committee reviewed internal pay equity following our CEO transition. Because our executive officers operate as a team, the Compensation Committee considers internal pay equity to be an important factor in its executive compensation decisions. The Compensation Committee reviewed the compensation of Mr. Le Peuch, our CEO, in relation to the compensation of our other executive officer positions, and our NEOs’ compensation both in relation to one another and compared to the average compensation of our other executive officer positions. The Compensation Committee noted that the ratio of target total direct compensation between the CEO and our second-highest paid executive officer was slightly lower than in prior years, in part due to the CEO transition and the proration of Mr. Le Peuch’s base salary and target bonus. The Compensation Committee also noted that the levels of target total direct compensation for the third- to fifth-highest paid officers were very closely clustered together, consistent with their relative positions within the Company. As a result, the Compensation Committee concluded that internal pay equity was appropriate.

The Competition for ourOur Executive Talent

A primary consideration of the Compensation Committee in overseeing our executive compensation program is the need to motivate and retain what it considers to be the best executive talent in the energy industry. We are the world’s largest oilfield services company and a constituent ofthe only such company in the Standard & Poor’s (“S&P&P”) 100 Index. The Compensation Committee believes that our success in delivering strong long-term stockholder returns and financial and operational results is a result ofdepends on our ability to attract, develop and retain the best talent globally. A highly competitive compensation package is critical to this objective and, to this end,objective.

In light of the foregoing, the Compensation Committee generally seeks to target total direct compensation for our NEOs between the 50^thand 75^thpercentiles of the Company’s two main executive compensation comparator groups.peer groups; however, the Compensation Committee may position an NEO who is new to a position at or below the 50^thpercentile for a period of time. An NEO’s target total direct compensation depends on a variety of factors, including tenure in a particular position, individual and Company performance, and internal pay equity. For example, the Compensation Committee generally seeks to position an executive with a relatively short tenure in a position at the 50^thpercentile of the Company’s executive compensation comparator groups.

Our Compensation Committee believes that, for seasoned NEOs, the 50^thto 75^thpercentilespercentile range is an appropriate range to target because of Schlumberger’s leading position in the oilfield services industry; because competition for our executive talent in the oil and gas industry is exceptionally fierce; and because our executives are very highly sought after, not only by our direct oilfield service competitors but by other leading oil and gas and technology-focused companies.

In approving this target range and when setting compensation in 2018,for 2019, the Compensation Committee considered that many current and former senior executive officers of leading companies in the energy industry have previously served as senior executives at Schlumberger.