8-KShareholder Matters

OCCIDENTAL PETROLEUM CORP /DE/ 8-K Report, Shareholder Vote Results (May 6, 2014)

Filed May 6, 2014For Securities:OXYOXY-WT

Summary

Occidental Petroleum Corporation filed this Form 8-K on May 6, 2014, to report the results of its Annual Meeting of Stockholders held on May 2, 2014. The filing details the voting outcomes on various proposals, including the election of directors, executive compensation, and several shareholder-sponsored initiatives. The overall results indicate strong support for the company's slate of directors and its executive compensation practices, reflecting management's alignment with shareholder interests in these key areas. Key governance changes were also approved, such as the separation of the Chairman and CEO roles and the ability for stockholders to act by written consent. However, several shareholder proposals concerning executive stock retention, lobbying reviews, and risk management for hydraulic fracturing and methane emissions did not receive majority support. This suggests a divergence in opinion between management and a segment of shareholders on these specific environmental, social, and governance (ESG) related matters.

Key Highlights

  • 1All eleven director nominees proposed by the Board of Directors were elected with substantial majority support.
  • 2The advisory vote on executive compensation was approved by shareholders.
  • 3A one-year waiver of the director age restriction for Edward P. Djerejian was approved.
  • 4Shareholders approved the separation of the roles of Chairman of the Board and Chief Executive Officer.
  • 5The proposal allowing stockholders to act by written consent was approved.
  • 6KPMG was ratified as the independent auditor for the company.
  • 7Several shareholder proposals, including those on executive stock retention, lobbying review, and quantitative risk management for hydraulic fracturing, did not pass.

Frequently Asked Questions

This Form 8-K filing serves to report the official results of Occidental Petroleum Corporation's 2014 Annual Meeting of Stockholders, which took place on May 2, 2014. It details the outcomes of votes on director elections, executive compensation, and various shareholder proposals.

Shareholders approved the advisory vote on executive compensation with a significant majority. The proposal received 591,235,868 votes for, 15,767,937 votes against, and 5,437,526 abstentions.

Yes, several shareholder proposals did not receive majority approval. These included proposals regarding executives' retention of significant stock, a review of lobbying activities, and a report on fugitive methane emissions and flaring. A proposal for quantitative risk management reporting for hydraulic fracturing operations was withdrawn by the proponent and thus not voted upon.

Two key governance changes were approved by shareholders: the separation of the roles of Chairman of the Board and Chief Executive Officer, and the ability for stockholders to act by written consent. These changes aim to enhance corporate governance and shareholder rights.