8-KLeadership ChangesExhibits & Filings

EXXON MOBIL CORP 8-K Report, Executive Changes (Nov 30, 2010)

Filed November 30, 2010For Securities:XOM

Summary

This 8-K filing from Exxon Mobil Corporation (XOM) on November 30, 2010, details compensation arrangements for its senior officers for the 2010 performance year. The Compensation Committee established a total bonus pool of $192 million under the Short Term Incentive Program. Significant cash bonuses were awarded, with a substantial portion structured as Earnings Bonus Units (EBUs), which tie payout to future company earnings per share and are subject to recoupment in case of material restatements. Additionally, the filing outlines the grant of performance stock awards, specifically restricted stock, totaling up to 12 million shares for 2010. These awards vest over extended periods, either five or ten years, with some flexibility for retirement and provisions for forfeiture under specific conditions. The filing also announces upcoming salary increases for certain key executives effective in late 2010 and early 2011, reinforcing the company's commitment to retaining its leadership team.

Key Highlights

  • 1ExxonMobil's Compensation Committee set a total bonus ceiling of $192 million for the 2010 Short Term Incentive Program.
  • 2Key executives received substantial cash bonuses, with approximately 50% paid immediately and the remainder deferred as Earnings Bonus Units (EBUs).
  • 3EBUs tie a portion of executive compensation to future company earnings per share, with payout terms linked to quarterly earnings statements and a maximum value per unit.
  • 4Awards paid under the Short Term Incentive Program are subject to recoupment if there is a material negative restatement of financial results.
  • 5Up to 12 million shares were authorized for grant as performance stock awards (restricted stock) under the 2003 Incentive Program for 2010.
  • 6Restricted stock grants have long vesting periods, with shares held for five or ten years post-grant, subject to forfeiture conditions.
  • 7Several named executive officers, including R. W. Tillerson and D. D. Humphreys, received significant bonus and stock awards.
  • 8The filing announces planned increases to the annual salaries of several key executives, effective in late 2010 and early 2011.

Frequently Asked Questions

This 8-K filing primarily discloses details regarding the compensation awarded to ExxonMobil's key officers under the company's Short Term Incentive Program and 2003 Incentive Program for the 2010 performance year, as well as upcoming salary adjustments for these executives.

Approximately 50% of the bonus was paid in cash by year-end, while the remaining 50% was granted as Earnings Bonus Units (EBUs). These EBUs entitle executives to cash based on ExxonMobil's cumulative earnings per share in future quarters, with payout occurring after a 12-quarter delay or when a maximum settlement value is reached, whichever is earlier. These awards are also subject to recoupment if financial results are materially restated negatively.

Performance stock awards were granted in the form of restricted stock, which cannot be sold. Half of the shares are restricted for five years from the grant date, and the other half are restricted for ten years from the grant date or until retirement if later. These shares are subject to forfeiture if employment is terminated early or if detrimental activity occurs, but holders generally retain dividend and voting rights during the restricted period.

Yes, the filing indicates that H. R. Cramer's annual salary will increase to $925,000 effective December 1, 2010. Additionally, R. W. Tillerson, D. D. Humphreys, and S. D. Pryor will see their annual salaries increase effective January 1, 2011, to $2,387,000, $1,170,000, and $972,000, respectively.