8-KLeadership Changes

CHEVRON CORP 8-K Report, Executive Changes (Apr 4, 2011)

Filed April 4, 2011For Securities:CVX

Summary

This 8-K filing by Chevron Corporation (CVX), filed on April 4, 2011, primarily reports on executive compensation adjustments approved by the Board of Directors. The key information for investors revolves around the salary increases and potential incentive award adjustments for top executives, effective April 1, 2011. These changes reflect the company's ongoing management compensation strategy and are intended to align executive rewards with corporate performance and leadership roles. Specifically, the filing details an increase in the annual base salary for Chairman and CEO J.S. Watson, CFO P.E. Yarrington, and Vice Chairman and Executive Vice President G.L. Kirkland. Additionally, Mr. Watson's target incentive award percentage under the Chevron Incentive Plan for the 2011 performance year has been raised. Investors should note that these incentive awards are performance-dependent, not guaranteed, and are tied to both Chevron's corporate performance and individual executive contributions.

Key Highlights

  • 1Chevron's Board of Directors approved salary increases for key executive officers, effective April 1, 2011.
  • 2J.S. Watson, Chairman and CEO, received a $100,000 base salary increase, bringing his annual base to $1,600,000.
  • 3P.E. Yarrington, CFO, received a $60,000 base salary increase, bringing his annual base to $860,000.
  • 4G.L. Kirkland, Vice Chairman and Executive Vice President, received a $100,000 base salary increase, bringing his annual base to $1,300,000.
  • 5The target percentage for J.S. Watson's awards under the Chevron Incentive Plan for 2011 increased from 125% to 130% of his base salary.
  • 6Awards under the Chevron Incentive Plan are variable and contingent on corporate and individual performance, not guaranteed.
  • 7The independent members of the Board of Directors approved these compensation adjustments.

Frequently Asked Questions

The primary purpose of this 8-K filing is to report on the approved adjustments to the annual base salaries and incentive compensation targets for Chevron's top executive officers, specifically the Chairman and CEO, CFO, and Vice Chairman and Executive Vice President.

The reported salary increases are effective April 1, 2011.

No, awards under the Chevron Incentive Plan are not guaranteed. They are target amounts that depend on Chevron's overall corporate performance and the individual performance of the executive officer, as further detailed in Chevron's proxy statements.

The compensation changes were approved by the independent members of Chevron's Board of Directors and, in some cases, ratified by the Management Compensation Committee of the Board.