OCCIDENTAL PETROLEUM CORP DE

This section highlights certain important information presented in this proxy statement and is intended to assist you in

evaluating the matters to be voted on at the meeting. We encourage you to read the proxy statement in its entirety

before you cast your vote. For more information regarding Occidental’s 2023 performance, please review Occidental’s

Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the Annual Report).

Agenda Items and Voting Recommendations

Election of DirectorsThe Governance Committee recommended to the Board, and the Board approved, the nomination of the 10 persons whose biographies appear on pages 15-19 to serve for a one-year term ending at the 2025 Annual Meeting of Shareholders (2025 Annual Meeting), but in any event, until his or her successor is elected and qualified, unless ended earlier due to his or her death, resignation, disqualification or removal from office.

Advisory Vote to Approve NEO CompensationThe executive compensation program for the NEOs includes many best-practice features that are intended to enhance the alignment of compensation with the interests of Occidental’s shareholders. The executive compensation program is described in the Compensation Discussion and Analysis (CD&A) section beginning on page 35 of this proxy statement.

Ratification of Selection of KPMG as Occidental’s Independent AuditorThe Audit Committee of the Board of Directors of Occidental has selected KPMG LLP as independent auditor to audit the consolidated financial statements of Occidental and its subsidiaries for the year ending December 31, 2024. As a matter of good corporate governance, the Board submits the selection of the independent auditor to our shareholders for ratification.

Shareholder Proposal Requesting an Annual Report on LobbyingOccidental expects this shareholder proposal to be introduced at the 2024 Annual Meeting. The Board of Directors disclaims any responsibility for the content of the proposal and for the statements made in support thereof, which, except for minor formatting changes, are presented in the form received from the shareholder proponent. The shareholder proposal is required to be voted on at the 2024 Annual Meeting only if it is properly presented. Because Occidental currently provides shareholders with meaningful disclosures regarding the company’s lobbying and political activities that are appropriately transparent and aligned with shareholder interests and has extensive policies and procedures for the oversight and management of such activities and related expenditures, the Board believes this proposal is unnecessary and recommends a vote “AGAINST” this proposal.

Director Nominees and Composition Highlights

Our Board’s director nominees bring varying perspectives to the boardroom by virtue of their diverse backgrounds and experiences,

qualifications, skills, genders, ethnicities and tenures on the Board. To better convey the well-roundedness of our Board’s director

nominees, we have included a skills matrix on page 20 that identifies the core competencies of each of our Board’s director nominees that

contributed to his or her nomination to the Board.

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INDEPENDENCE

Corporate Governance Highlights

RELATING TO THE BOARD►Independent Chairman of the Board►Annual elections of the entire Board by a majority of votes cast (for uncontested elections)►Mandatory resignation if a majority vote is not received (for uncontested elections)►Demonstrated commitment to Board refreshment►Tenure policy that seeks to maintain an average tenure of 10 years or less for non-employee directors►Board committees composed entirely of independent directors►Meaningful director stock ownership guidelines (6x annual cash retainer) with holding requirement►Annual evaluations of the Board, each committee and individual directors►One meeting dedicated to strategy discussions every year with an expanded management group, in addition to ongoing strategy oversight

RELATING TO SHAREHOLDER RIGHTS►Ability of shareholders to call a special meeting at a 15% threshold►Ability of shareholders to propose an action by written consent at a 15% threshold►Shareholder right to proxy access (3% for 3 years, up to 20% of the Board)(1)►Confidential Voting Policy►Nominating Policy to consider properly submitted shareholder-recommended director nominees►No supermajority voting requirements►Active independent director participation in and oversight of the shareholder engagement program

(1)For more information, see "Corporate Governance - Director Selection and Recruitment - Proxy Access for Shareholder Nominated Director Candidates" on page 24.

Occidental’s governance policies require that independent

directors comprise at least two-thirds of the members of the

Board (a policy that exceeds New York Stock Exchange

(NYSE) requirements). The Board has affirmatively

determined that each of our Board’s director nominees, other

than Ms. Hollub, is independent.

9 of 10

Nominees are

Independent

TENURE

The average tenure of our Board’s director nominees is

approximately 7.0 years, which we believe reflects a balance

of company experience and new perspectives.

Average

7.0 years

DIVERSITY

The Board recognizes the importance of having a diverse and

broadly inclusive membership.

50%

Diverse

Shareholder Engagement

Occidental is committed to regular and transparent communication and engagement with its shareholders and other stakeholders.

Meaningful Dialogue with Shareholders. Occidental uses engagement with shareholders, as well as other stakeholders, to have

meaningful dialogue on ESG matters. During our recent series of off-season engagements in the fall/winter, we continued to discuss

climate and sustainability matters, including Occidental’s net-zero pathway and significant milestones on that pathway, with a majority of

the shareholders participating. We also regularly engage with stakeholders on our net-zero strategy, sustainability practices and reporting

and other climate-related matters. These conversations give us a better understanding of shareholder and stakeholder interests and have

helped shape our GHG emissions reductions and net-zero targets and enhance Occidental’s climate-related disclosure.

Over the past few years, we also have engaged with shareholders and other stakeholders regarding our lobbying disclosure. These

engagements resulted in us expanding our lobbying disclosure to include papers regarding our climate policy positions and climate

advocacy and engagement, where we disclose significant trade associations, coalitions and other organizations of which we are members

and the alignment between Occidental’s and their respective climate policy positions. We appreciate the feedback we have received from

shareholders and other stakeholders regarding our lobbying disclosure, look forward to continuing the dialogue and have engaged with Mr.

Chevedden regarding the shareholder proposal requesting an annual lobbying report that he submitted to Occidental.

Executive Compensation Program Summary

providing incentives to reward them for superior performance that supports Occidental’s long-term strategic objectives, across the

commodity price cycle, and is competitive with industry practices.

The primary elements of executive compensation are “direct compensation” and consist of base salary, an annual cash incentive award

and long-term incentive awards. Direct compensation is heavily weighted toward long-term incentive awards, of which 60% were

performance-based in 2023. In 2023, Ms. Hollub’s target direct compensation included long-term incentive awards conditioned on

Occidental’s three-year TSR and CROCE performance (45% of total target direct compensation) and time-vesting RSU awards (30% of

total target direct compensation) (terms defined below).

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Allocation of Direct Compensation Elements in 2023

A substantial majority of named executive officer (NEO) compensation is dependent on performance.90% of Ms. Hollub’s (and an average

of 85% of the other NEOs’) target direct compensation opportunity is variable, or at risk. The ultimate value of at-risk compensation is

dependent on company performance outcomes, the result of the Compensation Committee’s assessment of each individual’s performance

and Occidental’s stock price performance.

CEO TARGET DIRECT COMPENSATION MIX(1) — 90% VARIABLE/AT RISK

(1)Target direct compensation is composed of base salary, target annual cash incentive award opportunity and the target value of long-term incentive awards.

Significant Portion of ACI Award Tied to Sustainability

Based on shareholder feedback, the Compensation Committee maintained the sustainability metric weighting for the 2023 ACI Award 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 and low carbon ventures. For more information,

see "Compensation Discussion and Analysis - Elements of the 2023 Compensation Program - Annual Cash Incentive" beginning on

page 43.

25%

Cash

75%

Stock Awards

10%

15%

ACI Award

30%

RSU Award

22.5%

CROCE Award

22.5%

TSR Award

30%

Highlights of Executive Compensation Program

Policies and Practices

The 2023 executive compensation program for the NEOs includes many best-practice features that are intended to enhance the alignment

of compensation with the interests of Occidental’s shareholders.

WHAT WE DO✓Pay for Performance. A substantial majority of NEO compensation is performance-based. The Compensation Committee reviews the metrics underlying the long-term incentive (LTI) award program and annual cash incentive (ACI) awards annually to evaluate their continued alignment with Occidental’s business priorities. As part of this review, in 2023, the Compensation Committee increased the performance-based portion of the LTI award program to 60% to further emphasize Occidental’s pay-for-performance philosophy.✓Listen to Shareholder Feedback. The Compensation Committee reviews and considers shareholder feedback. For example, it contributed to the Compensation Committee’s decisions to maintain the weighting of sustainability metrics at 30% for the 2023 and 2024 ACI awards. Shareholder feedback also influenced our enhanced disclosures regarding the various factors considered in evaluating the company’s performance against the ACI award metrics.✓Clawback in the Event of Misconduct. In November 2023, the Compensation Committee adopted a clawback policy which is intended to comply with the requirements of NYSE Listing Standard 303A.14 implementing Rule 10D-1 under the Securities Exchange Act. In addition, the Compensation Committee has the authority to clawback ACI payouts and both time- and performance-based LTI awards for violations of Occidental’s Code of Business Conduct and related policies outside the context of a financial restatement.✓Emphasize Stock Ownership With Ownership Guidelines and Holding Requirements. Cash Return on Capital Employed (CROCE) and Total Shareholder Return (TSR) awards are payable in shares of common stock and the net shares received for each vested Restricted Stock Unit (RSU) award are subject to a two-year holding period. In addition, the NEOs (as well as other officers) are subject to meaningful stock ownership guidelines, ranging from two to six times the officer’s annual base salary, and a holding requirement until such guidelines are met.✓Monitor Compensation Program for Risk. The executive compensation program includes multiple features that are intended to appropriately mitigate excessive risk-taking. The Compensation Committee conducts an annual assessment of our executive compensation program to identify and minimize, as appropriate, any compensation arrangements that may encourage excessive risk-taking.✓Use Double-Trigger Equity Vesting for Equity Awards. Pursuant to the Amended and Restated 2015 Long-Term Incentive Plan (2015 LTIP), equity awards vest in the event of a change in control only if there is also a qualifying termination of employment.✓Use Relative and Absolute Performance Measures for Equity Awards. Performance equity is earned based on both relative shareholder returns and absolute financial returns, with TSR awards capped if Occidental’s absolute TSR is negative and CROCE awards measured against an absolute performance target.

WHAT WE DON’T DO✗No Dividend Equivalents on Unvested Performance Awards. Dividends and dividend equivalent rights are subject to the same performance goals as the underlying award and will not be paid until the performance award has vested and becomes earned (except in the case of certain retention awards).✗No Hedging or Derivative Transactions. Occidental’s directors, executive officers and all other employees are not permitted to engage in transactions designed to hedge or offset the market value of Occidental’s equity securities.✗No Golden Parachute Payments. Our golden parachute policy provides that, subject to certain exceptions, Occidental will not grant golden parachute benefits (as defined in the policy) to any executive officer which exceed 2.99 times his or her salary plus ACI award without shareholder approval.✗No Repricing of Stock Options. Other than in connection with a corporate transaction involving Occidental, Occidental does not permit the repricing of stock options or stock appreciation rights without shareholder approval.

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