8-KOther EventsExhibits & Filings

OCCIDENTAL PETROLEUM CORP /DE/ 8-K Report, Corporate Update (Aug 14, 2024)

Filed August 14, 2024For Securities:OXYOXY-WT

Summary

Occidental Petroleum Corporation (OXY) has filed an 8-K report detailing a significant secondary offering of its common stock, not by the company itself, but by a selling stockholder, CrownRock Holdings, L.P. This offering involved approximately 29.6 million shares of OXY's common stock and closed on August 14, 2024. Crucially, Occidental Petroleum did not sell any shares in this offering and will not receive any proceeds from the transaction. The shares were sold by CrownRock Holdings, L.P. to a syndicate of underwriters led by J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, and RBC Capital Markets, LLC. This event is important for investors as it indicates a substantial block of OXY shares being moved into the public market by a major shareholder. While the company itself is not directly involved in raising capital through this sale, the increased supply of shares could have implications for trading dynamics. The underwriting agreement includes standard provisions such as representations, warranties, and indemnification obligations, typical for such transactions.

Key Highlights

  • 1Secondary offering of 29,560,619 shares of Occidental Petroleum common stock by selling stockholder CrownRock Holdings, L.P.
  • 2Offering closed on August 14, 2024.
  • 3Occidental Petroleum Corporation (OXY) did not sell any shares and will not receive any proceeds from this offering.
  • 4The offering was conducted through an underwriting agreement with J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, and RBC Capital Markets, LLC.
  • 5Shares were sold under an effective registration statement on Form S-3 filed on August 2, 2024.
  • 6The underwriting agreement contains customary representations, warranties, covenants, and indemnification clauses.
  • 7This transaction represents a significant transfer of OXY shares from a major stockholder to the public market.

Frequently Asked Questions

No, Occidental Petroleum Corporation did not sell any shares in this offering and will not receive any of the proceeds. The shares were sold by a third-party stockholder, CrownRock Holdings, L.P.

The shares were sold by CrownRock Holdings, L.P., which is identified as the Selling Stockholder in the filing.

This secondary offering means a large block of Occidental Petroleum shares, approximately 29.6 million, has been sold by a major shareholder. While OXY itself did not raise funds, the increased supply of shares in the market could potentially influence share price and trading liquidity.

The sale was conducted under an Underwriting Agreement dated August 12, 2024, between Occidental Petroleum, CrownRock Holdings, L.P., and the underwriters (J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, and RBC Capital Markets, LLC). This agreement includes standard terms for such transactions.