Hornbeck Offshore Services, Inc. filed a current report on Form 8-K on September 4, 2026, disclosing compensatory arrangements for its chief executive officer and five executive vice presidents adopted in connection with the completion of its merger with Helix Energy Solutions Group, Inc. on September 1, 2026.

Key Highlights

  • Merger completed: Helix Energy Solutions Group, Inc. merged with Legacy Hornbeck Offshore Services, Inc. on September 1, 2026, with Helix renamed "Hornbeck Offshore Services, Inc." and Legacy Hornbeck becoming a wholly owned subsidiary.
  • CEO pay terms: Todd M. Hornbeck's employment agreement provides for an annual base salary of not less than $875,000, a target annual bonus of 140% of base salary, and a target long-term incentive opportunity of $4,500,000.
  • CEO severance: Upon a qualifying termination, Mr. Hornbeck is entitled to 2.5 times his base salary plus target bonus, payable over 24 months, plus COBRA reimbursement for up to 30 months.
  • EVP base salaries: Base salaries for the five executive vice presidents are set at not less than $500,000 for Messrs. Sparks and Todd and $400,000 for Messrs. Adams, Giberga, and Cook, each with a 100% of base salary annual target bonus opportunity.
  • Inducement Plan adopted: On September 2, 2026, the Board adopted the 2026 Omnibus Inducement Incentive Plan, reserving 1,500,000 shares of Common Stock for issuance without stockholder approval under NYSE Rule 303A.08.
  • Contract terms: The CEO employment agreement has a five-year initial term with automatic one-year renewals; most EVP agreements share the same structure, except Samuel A. Giberga's agreement runs through May 31, 2027, subject to mutual renewal.

Executive Compensation and Incentive Plan Details Following Hornbeck-Helix Merger

According to the filing, the Agreement and Plan of Merger was entered into on April 22, 2026, by Helix Energy Solutions Group, Inc. and Legacy Hornbeck Offshore Services, Inc. Upon completion on September 1, 2026, Helix was converted to a Delaware corporation, Legacy Hornbeck became its wholly owned subsidiary, and the surviving company was renamed Hornbeck Offshore Services, Inc. The company's common stock trades on the New York Stock Exchange under the symbol NYSE:HOS.

The filing discloses that Todd M. Hornbeck entered into a second amended and restated employment agreement on September 1, 2026, covering his role as President and Chief Executive Officer. In addition to base salary and bonus provisions, the agreement provides an automobile benefit and, upon a qualifying termination linked to a change of control, stipulates that severance be paid in a lump sum, the pro-rata bonus be calculated at target performance, and the automobile benefit continue for up to 30 months. The agreement also includes perpetual confidentiality and non-disparagement covenants, and non-competition and non-solicitation restrictions covering the employment term plus two years, according to the filing.

Five executive vice presidents - Robert P. Adams (Chief Financial Officer), Samuel A. Giberga (General Counsel and Corporate Secretary), Scott A. Sparks (Chief Operating Officer, Subsea Services and Well Intervention), Ben D. Todd (Chief Operating Officer, Marine Transportation and Specialty), and Brian M. Cook (Chief Accounting Officer) - also entered into employment agreements on September 1, 2026. Upon a qualifying termination, each EVP is entitled to 2 times base salary plus target bonus payable over 24 months and COBRA reimbursement for up to 24 months, the filing states. The filing further notes that Mr. Giberga will receive a retiree medical benefit upon any termination. The 2026 Omnibus Inducement Incentive Plan, adopted September 2, 2026, permits grants of non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards, other stock-based awards, and cash awards, exclusively to qualifying new employees as defined by NYSE Rule 303A.08.

What Was Disclosed

The filing reported the completion of the Helix-Hornbeck merger and detailed compensatory arrangements for the CEO and five EVPs, including base salaries, bonus targets, severance terms, and the adoption of a 1,500,000-share inducement equity plan.