8-KMaterial AgreementsCorporate ChangesOther Events+1

OCCIDENTAL PETROLEUM CORP /DE/ 8-K Report, Material Agreement (Jul 21, 2006)

Filed July 21, 2006For Securities:OXYOXY-WT

Summary

Occidental Petroleum Corporation (OXY) filed an 8-K on July 21, 2006, detailing several significant corporate actions that will impact shareholders. The company announced a substantial increase in its quarterly cash dividend to $0.44 per share (pre-split basis), demonstrating a commitment to returning capital to shareholders. Furthermore, OXY declared a 2-for-1 common stock split, effective as a stock dividend, which will increase the number of shares outstanding and potentially improve liquidity. The company also raised its share repurchase authorization to 20 million pre-split shares, indicating continued confidence in its valuation and a strategy to manage share count. In addition to these shareholder-friendly actions, OXY implemented changes to its corporate governance by amending its bylaws. The amendment mandates that directors who receive more votes against their election than for it in an uncontested election must tender their resignation. The company also awarded Target Performance-Based Restricted Share Units to executives, with payouts tied to achieving specific Return on Equity targets over a three-year performance period, aligning executive compensation with long-term company performance.

Key Highlights

  • 1Occidental Petroleum announced a 2-for-1 common stock split (as a stock dividend) payable on August 15, 2006.
  • 2The quarterly cash dividend was increased to $0.44 per share (pre-split basis), payable on October 15, 2006.
  • 3The company expanded its share repurchase program by authorizing an additional 20 million pre-split shares.
  • 4Occidental Petroleum amended its bylaws to require director resignation in cases of more 'against' than 'for' votes in uncontested elections.
  • 5Performance-based restricted share units were awarded, with payouts contingent on achieving a minimum Return on Equity over a three-year period.
  • 6The dividend increase and stock split indicate positive management outlook and a focus on shareholder returns.

Frequently Asked Questions

For every share of common stock you held as of August 1, 2006, you will receive an additional share on August 15, 2006. This effectively doubles the number of shares you own. The stock price will theoretically adjust to half its previous value immediately after the split, but the total value of your investment should remain the same.

The quarterly cash dividend has been increased to $0.44 per share (on a pre-split basis). After the 2-for-1 stock split, this will translate to an effective dividend of $0.22 per share on the new, doubled share count. This represents a significant increase in the income you can expect to receive from your OXY holdings.

The amended bylaw strengthens corporate governance by introducing a 'majority of the votes cast' standard for director elections. If a director in an uncontested election receives more votes against their election than votes for it, they are required to tender their resignation. This gives shareholders more direct influence over director accountability.

These are equity awards granted to executives that vest and pay out based on Occidental Petroleum achieving a minimum Return on Equity (ROE) over a three-year period. The potential payout ranges from 0% to 200% of the targeted units. This incentivizes management to focus on long-term profitability and shareholder value creation, as their compensation is directly linked to the company's financial performance.