OCCIDENTAL PETROLEUM CORP DE
For the period ended Dec 31, 2023. Filed Mar 21, 2024.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Dec 31, 2023 · Filed Mar 21, 2024
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )
| ☑ | Filed by the Registrant | ☐ | Filed by a party other than the Registrant |
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| CHECK THE APPROPRIATE BOX: | |
|---|---|
| ☐ | Preliminary Proxy Statement |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☑ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material under §240.14a-12 |
Occidental Petroleum Corporation
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
| PAYMENT OF FILING FEE (CHECK ALL BOXES THAT APPLY): | |
|---|---|
| ☑ | No fee required |
| ☐ | Fee paid previously with preliminary materials |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
Message from the Board of Directors
Dear Shareholders,
We cordially invite you to attend Occidental’s 2024 Annual Meeting of Shareholders (2024 Annual Meeting). The meeting
will be held via live webcast on Thursday, May 2, 2024 at 9:00 a.m. Central Time. A meeting agenda and details follow, as
well as voting instructions. You will be able to participate in the 2024 Annual Meeting online at
www.virtualshareholdermeeting.com/OXY2024 and may submit questions and vote your shares electronically (other than
shares held through our employee benefit plans, which must be voted prior to the meeting). The attached Notice of the
2024 Annual Meeting of Shareholders and proxy statement provide details on how to join the meeting and the business
we plan to conduct.
| Before highlighting Occidental’s successes in 2023 and the transformational year the company had, we’d like to thank Occidental’s employees and partners who the Board had the opportunity to meet this year. In 2023, the Board visited Carbon Engineering’s (CE) Innovation Centre in Squamish, B.C. While there, we were able to see the bold ideas and innovative technologies being developed at CE around direct air capture (DAC) and sustainable fuels. Then, in November 2023, the Board traveled to the Permian Basin to see and learn more about the company’s Permian operations and also visit the STRATOS DAC facility construction site. During this tour, we spoke with many dedicated employees who work tirelessly to provide energy that communities need while also striving to develop solutions to lead Occidental and others through the energy transition. We are incredibly appreciative for everyone’s time and hospitality at each stop and are very excited for 2024 and beyond given our conversations and the work we saw.DELIVERING OPERATIONAL EXCELLENCE AND DRIVING FINANCIAL PERFORMANCEThrough operational excellence and strong execution across the company’s premier asset portfolio, Occidental delivered on returning value to shareholders and ended the year in a strong financial position. Record new well productivity rates across the company’s domestic oil and gas assets in the Delaware, Midland, and DJ Basins, and internationally with record production from Al Hosn in the United Arab Emirates, drove the company’s operational performance. OxyChem also performed exceptionally well — exceeding guidance and achieving more than $1.5 billion in pre-tax income for the third time in its history. These and other operational successes enabled Occidental to generate $12.3 billion of operating cash flow, generate $5.5 billion of free cash flow before working capital(1), complete $1.8 billion of common share repurchases and redeem over $1.5 billion, or approximately 15%, of the company’s outstanding preferred equity. Occidental also regained and reaffirmed its investment grade credit rating, and it increased the quarterly dividend by 22%. In 2024, Occidental plans to apply technical and operational excellence to preserve and enhance its premier asset base in support of a sustainable and growing dividend. Any excess cash flow will be allocated to debt reduction to rebalance enterprise value in favor of common shareholders.CAPITALIZING ON STRATEGIC OPPORTUNITIESIn 2023, Occidental announced several strategic commercial transactions that we believe will support the company’s shareholder return priorities. In November 2023, Occidental acquired the remaining equity of CE, which better positions the company to accelerate DAC cost reductions and global deployment. Then, in December 2023, Occidental agreed to acquire Midland-based oil and gas producer CrownRock L.P., which is expected to close in the second half of 2024. CrownRock’s high-margin production and low breakeven inventory as well as the ability to high-grade the company’s existing strong asset portfolio, among other things, attracted Occidental to this opportunity. The Board was actively involved in supporting management’s evaluation of these and other strategic opportunities, demonstrating our focus on our oversight | obligations. Our site visits highlighted earlier also helped inform our review of these transactions. In 2024, we will remain diligent in exercising our oversight responsibilities of Occidental’s strategy and risks with a continued focus on shareholder returns. DEVELOPING SOLUTIONS FOR OUR FUTUREOccidental continues to actively progress its ambitious net-zero pathway for the company’s total carbon inventory of Scope 1, 2 and 3 emissions. Through hard work and collaboration, 2023 brought many remarkable achievements. For example, Occidental advanced the construction of STRATOS, which is expected to be commercially operable in mid-2025, and secured BlackRock as a joint venture partner for that project. It actively promoted and supported the development of the carbon removal market, including with the execution of several contracts for carbon dioxide removal credits with major companies. From an emissions reduction perspective, the company achieved a 67% reduction in routine flaring for global oil and gas operations in 2023 compared to its 2020 baseline by sustaining zero routine flaring in U.S. oil and gas operations and commissioning additional compression in Oman. In our oversight of the company’s net-zero strategy and low-carbon initiatives, we continue to be impressed by the innovation at Occidental and its employees’ commitment to a better, more sustainable future.LISTENING TO SHAREHOLDER FEEDBACKOccidental proactively engaged with shareholders collectively representing a majority of shares outstanding, with independent director participation in several of these discussions. Feedback from these engagements is discussed at each regular Board meeting and has informed our viewpoints and decisions. We remain committed to regular and transparent engagement with shareholders and other stakeholders. We value your views and would like to hear from you. If you would like to write to the Board, you may address your correspondence to the Board of Directors, in care of the Corporate Secretary, Occidental Petroleum Corporation, 5 Greenway Plaza, Suite 110, Houston, Texas 77046. Thank you for your continued trust in the Board and support of Occidental. We are grateful to serve on your behalf.Sincerely,On Behalf of Your Board |
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| JACK B. MOOREChairman of the Board | |
| VICKI HOLLUBPresident and Chief Executive Officer |
2024 Proxy Statement
1
(1)Free cash flow before working capital is a non-GAAP measure. See Annex A for a reconciliation to GAAP.
Notice of Annual Meeting of Shareholders
You are cordially invited to attend Occidental’s 2024 Annual Meeting of Shareholders (2024 Annual Meeting), to be held at 9:00 a.m.
Central Time on Thursday, May 2, 2024, via live webcast atwww.virtualshareholdermeeting.com/OXY2024.
| DATE AND TIME | LOCATION | RECORD DATE | ||
| Thursday, May 2, 2024 at9:00 a.m. Central Time | Live webcast:www.virtualshareholdermeeting.com/OXY2024 | Each shareholder of record as of the close of business on March 8, 2024 (the record date) is entitled to receive notice of, attend and vote at the meeting. | ||
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ITEMS OF BUSINESS
At the meeting, our shareholders will be asked to act on the following matters and consider any other matters as may properly come before
the meeting:
| PROPOSAL | BOARD RECOMMENDATION | MORE INFORMATION | |
| 1. | Elect the ten directors named in the proxy statement to serve until the 2025 Annual Meeting | FOR | Page 14 |
| 2. | Approve, on an advisory basis, named executive officer compensation | FOR | Page 34 |
| 3. | Ratify the selection of KPMG as Occidental’s independent auditor | FOR | Page 69 |
| 4. | Act on a shareholder proposal requesting an annual report on lobbying, if properly presented | AGAINST | Page 71 |
Notice and Attendance
A Notice of Internet Availability (NOIA) or proxy card is being mailed beginning on March 21, 2024 to each shareholder of record as of the
record date. Shareholders of record as of the record date will be able to attend the 2024 Annual Meeting via live webcast, view the list of
our shareholders of record, vote and submit questions during the meeting by visitingwww.virtualshareholdermeeting.com/OXY2024. To
participate in the Annual Meeting, shareholders of record must enter the 16-digit control number that appears on their proxy card. If
shareholders hold their shares in street name and their voting instruction form indicates that they may vote those shares through the http://
www.proxyvote.com website, then they may join the 2024 Annual Meeting with the 16-digit access code indicated on that voting instruction
form. Otherwise, shareholders who hold their shares in street name should contact their bank, broker or other nominee (preferably at least
five days before the 2024 Annual Meeting) and obtain a “legal proxy” in order to be able to join the 2024 Annual Meeting. Please see
“Questions and Answers about the Annual Meeting and Voting” beginning on page 76 for additional information.
HOW TO VOTE
Your vote is extremely important. Regardless of whether you plan to attend the 2024 Annual Meeting, we encourage you to vote using any
of the methods listed below. This will ensure your shares are represented and will save Occidental additional expenses of soliciting proxies.
| INTERNETOnline using your smartphone or computer at the website listed on the NOIA, proxy card or voting instruction form | CALLBy telephone call to the toll-free number listed on your proxy card or voting instruction form | MAILCompleting, signing and returning your proxy card or voting instruction form in the postage-paid envelope provided | VIRTUAL MEETINGIf you plan to participate in the 2024 Annual Meeting via the live webcast, you may vote online during the meeting using your smartphone or computer |
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| If you have any questions or require any assistance in voting your shares, please contact Alliance Advisors, Occidental’s proxy solicitor, toll-free at 844-885-0175 or by email at oxy@allianceadvisors.com. | By Order of the Board,NICOLE E. CLARKVice President, Corporate Secretary andChief Compliance OfficerMarch 21, 2024 |
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.