8-KLeadership Changes

CHEVRON CORP 8-K Report, Executive Changes (Dec 11, 2009)

Filed December 11, 2009For Securities:CVX

Summary

Chevron Corporation (CVX) filed an 8-K on December 11, 2009, to disclose significant executive compensation adjustments related to upcoming leadership changes. The independent members of the Board of Directors approved new base salaries and incentive plan targets for key executives assuming new roles on January 1, 2010. These adjustments reflect the increased responsibilities associated with these senior positions, providing clarity on executive compensation moving forward. Specifically, J.S. Watson's base salary will increase to $1,500,000 as he transitions to Chairman and Chief Executive Officer. Concurrently, G.L. Kirkland's base salary will rise to $1,200,000 upon his assumption of the Vice Chairman of the Board and Executive Vice President of Upstream and Gas roles. The filing also outlines target bonus percentages for the 2010 performance year, emphasizing that actual payouts are contingent on both corporate and individual performance.

Key Highlights

  • 1J.S. Watson's base salary increased by $500,000 to $1,500,000, effective January 1, 2010, coinciding with his assumption of Chairman and CEO roles.
  • 2G.L. Kirkland's base salary increased by $200,000 to $1,200,000, effective January 1, 2010, upon becoming Vice Chairman of the Board and Executive Vice President of Upstream and Gas.
  • 3The CEO position has a target incentive award of 125% of base salary for the 2010 performance year.
  • 4The Vice Chairman position has a target incentive award of 100% of base salary for the 2010 performance year.
  • 5Actual incentive awards are performance-based, dependent on Chevron's corporate performance and individual executive performance.
  • 6Chevron does not have employment agreements with either J.S. Watson or G.L. Kirkland.

Frequently Asked Questions

This 8-K filing announces adjustments to the base salaries and incentive compensation targets for two key executives, J.S. Watson and G.L. Kirkland, effective January 1, 2010, as they transition into new leadership roles as Chairman & CEO and Vice Chairman & EVP of Upstream and Gas, respectively.

While the new base salaries of $1,500,000 for J.S. Watson and $1,200,000 for G.L. Kirkland are approved and effective from January 1, 2010, Chevron does not have employment agreements with these executives. The incentive plan awards, however, are not guaranteed and are based on performance targets.

Incentive awards for the 2010 performance year are not guaranteed. The targets are set at 125% of base salary for the CEO and 100% of base salary for the Vice Chairman. The actual payout amounts will be determined by Chevron's overall corporate performance and the individual performance of each executive officer.

Yes, this filing indicates an upcoming change in leadership. J.S. Watson will assume the role of Chairman and Chief Executive Officer, and G.L. Kirkland will assume the role of Vice Chairman of the Board and Executive Vice President of Upstream and Gas, both effective January 1, 2010.