OCCIDENTAL PETROLEUM CORP DE

Salary

The Compensation Committee believes that base salary should reward executives on a market-competitive basis for consistent

performance of job requirements and the achievement of short-term goals. Salaries are reviewed by the Compensation Committee

annually and as circumstances warrant. In determining base salary levels, the Compensation Committee reviews compensation surveys,

publicly available peer company data, internal pay equity, individual responsibilities and performance assessments.

In connection with its annual review, base salaries for NEOs (other than the CEO) were modestly increased in 2023, ranging from 4-7%, for

Occidental to remain competitive in attracting and retaining top executive talent. Mr. Peterson received a$30,000 increase to his base

salary, and Mr. Dillon and Mr. Jackson each received a $50,000 increase to their base salaries. The Compensation Committee determined

that these changes were appropriate in light of each executives’ respective performance and scope of responsibilities.

The Compensation Committee also decided to increase Ms. Hollub’s salary by$200,000 to$1,500,000, which the Compensation

Committee believed was warranted in light of Ms. Hollub’s 2022 performance assessment and to be more competitive with CEO

compensation at peer companies, as Ms. Hollub’s salary had not been restored to pre-COVID levels.

Ms. Hollub set Mr. Mathew’s and Mr. Simmons’s base salary for 2023 given that they were not executive officers at the time such

compensation decisions were made by the Compensation Committee for executive officers. In connection with his appointment as Senior

Vice President and Chief Financial Officer in August 2023, Mr. Mathew received a$40,000 increase to his base salary.

Base salary represented, on average, approximately 12% of the 2023 compensation packages of the NEOs, based on compensation as

reported in the Summary Compensation Table on page 56. For additional information regarding salary decisions for the NEOs in 2023, see

“Individual Compensation Considerations” beginning on page 48.

Annual Cash Incentive

The ACI award is intended to motivate executives to achieve superior company and individual performance over a one-year period. In the

first quarter of each plan year, the Compensation Committee approves individual target award amounts for each executive officer based on

a review of compensation surveys, publicly available peer company data, the executive’s prior-year award value, retention considerations,

the balance of short- and long-term pay and internal pay equity. Potential payouts under the ACI award range from 0% to 200% of the

target award amount, based on actual company performance and may be adjusted upward or downward by up to 25% based on individual

NEO performance. No such individual adjustments were made for 2023. The amounts earned by each NEO under the ACI award for 2023,

which were paid in the first quarter of 2024, are reflected in the “Non-Equity Incentive Plan Compensation” column of the Summary

Compensation Table on page 56, as further described below.

Setting the Annual Cash Incentive. The 2023 ACI award was based 100% on corporate performance and the payout could have been

increased or decreased by up to 25% for an individual NEO based on that individual’s performance.

Weighting the Metrics. The Compensation Committee annually reviews all facets of the ACI award, with an aim to incentivize the NEOs to

excel in areas that are aligned with Occidental’s business objectives. For the 2023 ACI award, the Compensation Committee approved

metrics related to the company’s total spend per barrel, CROCE and sustainability goals:

►Our total spend per barrel goal was set at a higher level in 2023 compared to 2022 to reflect operational and macroeconomic

considerations such as inflationary pressures; considering these factors, the Compensation Committee believes that the 2023 goal was

set at a rigorous level and was at least as challenging as the 2022 goal.

►CROCE was added as a financial metric for 2023 to provide, in combination with total spend per barrel, a more comprehensive view of

company strategic, operational and financial performance and a more balanced impact of commodity price changes on incentive plan

results. CROCE in our ACI award was measured over a single year, with goals derived from our operating plan and expectations for

2023. CROCE is also a metric in our PSU awards where it measures Occidental’s sustained multi-year operating plan and longer-term

strategy. The Committee felt it was appropriate to have CROCE as a measure in the company’s short- and long-term incentive award

programs because of the importance of capital efficiency to our strategy, and the varying length of the measurement periods create

different, yet complementary, incentives for our NEOs.

►Thesustainability metric remains weighted at 30% to continue advancing the company’s net-zero strategy and incentivize executives to

address Occidental’s Scope 1, 2 and 3 emissions in the short-term by including targets focused on emissions reduction projects

(Scope 1 and 2) and low carbon ventures (Scope 3). The low carbon ventures targets focus on business development for DAC and

CCUS that promotes progress toward our 2050 net-zero ambition for our total carbon inventory, including Scope 3 emissions.

The Compensation Committee set target performance goals for each metric that it believed were rigorous based on Occidental’s detailed

capital program and business plan, projections from the strategic planning team and business unit heads, prior-year results and third-party

forecasts relating to future market conditions and other external market factors.

Review and Final Determination. After determining the structure of the ACI award, at each regular meeting, Compensation Committee

members receive updates regarding and review progress toward each target performance goal and, following the performance period,

carefully analyze annual performance to inform the Compensation Committee’s payout determination.

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2023 Annual Cash Incentive Award

(1)“Total Spend per Barrel” (TSPB) applies to continuing operations and equals the sum of SG&A, OPEX and CAPEX, divided by MMboe. For purposes of the ACI

award, “SG&A” or “selling, general and administrative expenses” means total SG&A and other operating and non-operating expenses for the company, prior to any

accrual for the 2023 ACI award; “OPEX” or “operating expenses” means total upstream oil and gas lease operating expenses; “CAPEX” or “capital expenditures”

means total capital investment for the company; and “MMboe” means total million “Boe,” or barrels of oil equivalent, produced in the year.

(2)The Compensation Committee determined that it was appropriate to exercise discretion to adjust TSPB performance from $28.42 to $28.22 to reflect the negative

impacts of a third-party pipeline incident. In the fourth quarter of 2023, at the request of the Main Pass Oil Gathering system operator, Occidental temporarily halted

certain operations in the eastern Gulf of Mexico, which impacted production.

(3)The Compensation Committee decided that the target metrics for emissions reduction projects were met above target, with the rationale summarized below:

►Management and employees collaborated extensively to successfully complete the asset registry field data collection for Occidental’s U.S. onshore oil and gas

operations in 2023. This effort encompassed more than 5,200 facilities and more than 32,000 well locations.

►Occidental implemented several key emissions reduction projects in 2023, including: (1) converting 16 facilities to tankless design and consolidating five

facilities within the company’s U.S. onshore oil and gas operations; (2) completing the elimination or conversion of all high-bleed pneumatic devices found in

U.S. onshore oil and gas operations, as well as more than 1,800 other gas-driven pneumatic devices; (3) obtaining five gas storage permits to minimize flaring

during plant and pipeline outages and completing six gas takeaway projects during 2023, which increase optionality for gas sales through existing

infrastructure; (4) completing six projects at four OxyChem plants to enhance heat recovery, reduce energy and increase hydrogen usage; (5) deploying

ground-based methane sensors at key facilities to expedite leak detection and repair (LDAR); (6) designing a methane emissions platform with the Climate

Investment fund and technology provider SensorUp (SensorUp GEMS platform) to consolidate data from multiple methane detection technologies and sources

to optimize and further accelerate LDAR and Find It/Fix It operational emissions program activities, and deploying the platform to select pilot sites; (7) installing

30 electric compressors and converting compression at a major gas lift facility in the Permian Basin from natural gas to electric power; (8) launching pilot

projects with respect to fuel gas meters and heat integration; and (9) completing 33 projects to remove high-pressure gas lift compressors and consolidating six

central gas lift stations.

►Occidental achieved a 67% reduction in routine flaring (as defined by the World Bank’s Zero Routine Flaring by 2030 initiative) in 2023 from our 2020 baseline

in part by commissioning additional compression in Oman. Occidental’s U.S. oil and gas operations also sustained zero routine flaring in 2023.

(4)The Compensation Committee also determined that the target metrics for low carbon ventures were met above target, with the rationale summarized below:

►Occidental’s construction progress for Trains 1 and 2 of its first DAC plant, STRATOS, exceeded the 30% completion target, with approximately 48% of

construction completed by year-end 2023. The project team also demonstrated significant progress from a supply chain and project management perspective.

►Occidental contracted the sale of approximately 1.03 million metric tons of CDR credits on a cumulative basis to be generated once STRATOS is operational.

►Occidental actively progressed its sequestration hub plans in 2023. The company drilled stratigraphic data wells at multiple sequestration hub site locations and

submitted eight Class VI CO 2 sequestration well permit applications across its five proposed hub sites during the year. Additionally, the DOE selected two of

Occidental’s sequestration hubs for CarbonSAFE grants in 2023.

For the 2023 ACI awards, the award payout was determined by the company performance noted above. Although the 2023 ACI program

permitted the increase or decrease of the ACI award payout by up to 25% based on individual performance, the Compensation Committee

did not make any such adjustments. Thus, for the 2023 ACI awards, all of the NEOs were paid at 150% of target based on the company

performance noted above. For additional information regarding the performance assessment for each of the NEOs in 2023, see “Individual

Compensation Considerations” beginning on page 48.

70%

30%

Long-Term Incentive Award Program

The majority of NEO compensation is determined by Occidental’s long-term performance. For 2023, the Compensation Committee

determined to discontinue the use of NQSOs, because they had served their intended purpose of reinforcing the importance of stock price

appreciation, and increase the performance-based portion of the LTI award program by 10%. With these changes, the 2023 LTI award

program included a performance-based TSR award (30%), a performance-based CROCE award (30%), and a time-based RSU award

(40%), each of which is payable solely in shares of common stock.

The LTI awards are intended to motivate and incentivize executives to achieve results (including stock price performance) that are

consistent with Occidental’s strategic business objectives. The Compensation Committee believes that long-term compensation should

represent the largest portion of each NEO’s total compensation package and that the levels of payout ultimately achieved should reflect

Occidental’s performance, both relative to peer company performance and on an absolute basis. During the process of determining the

NEOs’ LTI compensation packages for 2023, the Compensation Committee evaluated many factors, including:

►Alignment of executive officer pay to achieving long-term growth in shareholder value;

►Linkage of any above-target payouts to superior performance and absolute returns;

►Shareholder feedback regarding long-term compensation metrics;

►Competitiveness with the compensation programs of peer companies;

►Impact of commodity prices on Occidental’s stock price and financial performance; and

►Allocation of total compensation between long-term and short-term components.

2023 Long-Term Incentive Award Program. The 2023 LTI program generally consisted of two PSU awards (one based on Occidental’s

relative and absolute TSR and the other based on absolute CROCE performance) and a time-based RSU award as follows:(1)

Forfeiture and change in control provisions applicable to the awards are discussed in more detail in the Potential Payments upon

Termination or Change in Control table and the accompanying footnotes, beginning on page 63.

Total Shareholder Return (TSR) Award. The Compensation Committee believes that the comparison of Occidental’s three-year TSR to

peer companies’ TSR over the same period is an objective external measure of Occidental’s effectiveness in translating its results into

shareholder returns. TSR is the change in price of a share of common stock plus reinvested dividends, over a specified period of time, and

is an indicator of management’s achievement of long-term growth in shareholder value. Payout of the TSR award is based on Occidental’s

three-year TSR as compared to the three-year TSR of the performance peers identified on page 42. For the 2023 TSR award, the

Compensation Committee retained the S&P 500 index as a performance peer. The TSR award is denominated in PSUs, each of which is

equivalent to one share of common stock. The percentage of target PSUs that will be payable at the end of the three-year performance

period, which began January 1, 2023 and ends December 31, 2025, will depend on Occidental’s relative and absolute TSR performance.

If Occidental’s absolute TSR is negative over the performance period, then, irrespective of Occidental’s ranking within the peer group, the

payout of the TSR award is capped at no more than target. A table illustrating the potential payout of the TSR award based on relative and

absolute TSR performance is set forth below:

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40%

RSU Award

30%

CROCE Award

30%

TSR Award

(1)The 2023 TSR award and RSU award each comprised 50% of Mr. Mathew’s and Mr. Simmons’s 2023 target LTI award opportunity because they were not yet executive officers at the time

the 2023 LTI awards were granted.

An example of the interpolation calculation if Occidental ranked fourth among its TSR performance peers with respect to the 2023 TSR

awards is as follows:

The cap on the TSR award payout if absolute TSR performance over the performance period is negative is intended to reinforce the pay-

for-performance nature of the compensation program. Cumulative dividend equivalents will be paid in cash at the end of the three-year

performance period and will be paid only on the number of PSUs earned.

Payout of 2021 TSR Awards. For the 2021 TSR award, which had a performance period that ended on December 31, 2023, Occidental

achieved a TSR ranking of 2 (out of 9) and an absolute TSR that was positive as of the end of the performance period. Thus, the

Compensation Committee approved a payout result of 180%.

Cash Return on Capital Employed (CROCE) Award. The CROCE award is designed to focus executives on the efficient use of capital

by promoting discipline in capital allocation decisions. CROCE is a transparent measure of how efficiently Occidental uses its capital and is

calculated from Occidental’s audited financial statements with no adjustments for special items. The Compensation Committee aims to set

the CROCE performance targets at a challenging level for each performance period based on our capital program, multi-year business

plan and strategy, projections from our strategic planning teams, historical results and third-party forecasts relating to future market

conditions. The CROCE award is denominated in PSUs, each of which is equivalent to one share of common stock. The percentage of

target PSUs that become payable at the end of the applicable three-year performance period depends on Occidental’s absolute CROCE

during the performance period. A table illustrating the potential payout of the CROCE award based on three-year CROCE performance is

set forth below:

(1)See page 83 for the formula to calculate CROCE.

(2)Payout percentages for CROCE values between 19% and 23% to be determined using linear interpolation between 25% and 200% of target, with a target payout at

a CROCE of 21%.

Payout of 2021 CROCE Awards. For the 2021 CROCE award, which had a performance period that ended on December 31, 2023,

Occidental achieved a three-year CROCE of 27.4% as of the end of the performance period, which exceeded themaximum performance

level of such CROCE award of greater than or equal to 13%. Thus, the Compensation Committee approved a payout result of 200%.

Restricted Stock Unit (RSU) Award. The 2023 RSU award vests ratably over three years with one-third vesting on each of February 29,

2024 and February 28,2025 and 2026, subject to continued employment. Each RSU is equivalent to one share of common stock, and

payment for a vested RSU award will be made solely in shares of common stock. The shares of stock ultimately received by the NEO

pursuant to the RSU award are subject to a two-year post-vesting holding period. Dividend equivalents are accrued and paid out upon

vesting.