HALLIBURTON CO
For the period ended Sep 30, 2025. Filed Oct 24, 2025.
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Sep 30, 2025 · Filed Oct 24, 2025
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Legal Proceedings
On January 12, 2024, Plaintiff Eric Gilbert (“Plaintiff”), on behalf of himself and similarly situated stockholders of
Halliburton Company (the “Company”), filed a Verified Class Action Complaint (the “Action”) against, among others, the
Company in the Court of Chancery of the State of Delaware (the “Court”), challenging the validity of certain aspects of the
advance notice and stockholder nomination provisions of the By-laws of the Company, dated as of December 8, 2022.
On May 2, 2024, the Company modified the challenged provisions by amending the By-laws of the Company in the
form filed as Exhibit 3.1 to the Current Report on Form 8-K filed by the Company with the Securities and Exchange
Commission (the “SEC”) on May 3, 2024 (the “Amendments”).
Plaintiff and the Company agreed that the Amendments rendered Plaintiff’s claims moot. To avoid the time and
expense of continued litigation and without any admissions, the parties agreed to resolve Plaintiff’s counsel fee application with
a payment by the Company to Plaintiff’s counsel of $150,000 in full satisfaction of the claim for attorneys’ fees and expenses in
the Action. On October 16, 2025, the Court entered a stipulation and order closing the Action, subject to the Company filing an
affidavit with the Court confirming that the disclosure in this Quarterly Report on Form 10-Q, which shall constitute notice to
stockholders for purposes of Court of Chancery Rule 23, has been filed with the SEC. In entering such order, the Court did not
pass judgment on the amount of the attorneys’ fees and expenses.
Refer to Note 10 to the condensed consolidated financial statements for further information regarding Item 1. Legal
Proceedings.
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