OCCIDENTAL PETROLEUM CORP /DE/

Elements of the 2024 Compensation Program

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, the Compensation Committee approved increases in the base salaries for NEOs reflective of each

executive’s scope of responsibilities and prior year performance and to remain competitive in attracting and retaining top executive talent.

Base salary represented, on average, approximately 12% of the 2024 compensation packages of the NEOs, based on compensation as

reported in the Summary Compensation Table on page 55. For additional information regarding salary decisions for the NEOs in 2024, 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. The amounts earned by each NEO under the ACI award for 2024, which

were paid in the first quarter of 2025, are reflected in the “Non-Equity Incentive Plan Compensation” column of the Summary

Compensation Table on page 55, as further described below.

Setting the ACI Award Target. In connection with its annual review, the Compensation Committee approved increases for the ACI award

targets for Ms. Hollub and Mr. Jackson in 2024 in light of their respective 2023 performance and to align with market practices. For more

information regarding ACI award decisions for the NEOs in 2024, see“Individual Compensation Considerations” beginning on page 48).

Structure of the ACI Award. 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 2024.

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 2024 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 slightly higher level in 2024 compared to 2023 to reflect operational and macroeconomic

considerations such as inflationary pressures; considering these factors, the Compensation Committee believes that the 2024 goal was

set at a rigorous level and was at least as challenging as the 2023 goal.

►CROCE was retained as a financial metric for 2024 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 2024. 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 believes it is appropriate to have CROCE as a measure in the company’s short- and long-term incentive

programs because of the importance of capital efficiency to our strategy, and that the varying lengths of the measurement periods

create different, yet complementary, incentives for our NEOs. Our CROCE target performance was set at a slightly lower level in 2024

compared to 2023 to reflect commodity prices existing at the time of the business plan; considering these factors, the Compensation

Committee believes that the 2024 goal was set at a rigorous level for value creation and was at least as challenging as the 2023 goal.

►The sustainability metric remains weighted at 30% to continue advancing the company’s net-zero and sustainability 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.

2024 Annual Cash Incentive Award

70%

30%

2024 ACI Award Results. For the 2024 ACI awards, the award payout was determined by the company performance described on this

page. Although the 2024 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 2024 ACI awards, all of the NEOs were paid

at 135% of target based on the company performance noted above. For additional information regarding the performance assessment for

each of the NEOs in 2024, see “Individual Compensation Considerations” beginning on page 48.

(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 2024 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 decided that the target metrics for emissions reduction projects were met above target, with the rationale summarized below:

►Occidental implemented numerous emissions reduction projects in 2024, including: in the company’s U.S. oil and gas operations, converted or eliminated over 4,600 gas-

driven pneumatic devices, consolidated compression facilities for gas lift to remove approximately 130 natural gas powered compressors from service, installed over 65

additional fuel gas measurement devices and associated automation to enhance fuel gas usage data, installed enclosed compressor blowdowns on more than 120

compressors to reduce venting during maintenance, converted over 10 facilities to tankless designs that remove on-site oil storage and consolidated other facilities, and

obtained permits for temporary gas storage in over 65 wells to minimize flaring during plant and pipeline outages, with additional applications pending at year-end; in Oman

operations, installed additional compressors in Block 9 Far West to manage increased gas production without routine flaring, completed a rich gas injection project in Block

9 to eliminate routine flaring at a central processing facility and use the captured gas to enhance oil production, and replaced certain diesel generators in Block 53 with

electricity from the grid; and in OxyChem, implemented process optimization and equipment replacement projects at several plants to reduce natural gas, electricity or

steam demand, enhance heat recovery efficiency, and increase hydrogen use.

►Occidental fully deployed the SensorUp GEMS platform in assets that will supply gas to STRATOS to monitor and account for methane emissions and perform

measurement-informed carbon accounting for the natural gas feed to STRATOS; integrated methane monitoring flyover data for U.S. onshore oil and gas operations into

the GEMS platform, along with relevant data from publicly available methane data sources such as CarbonMapper, to streamline workflows and responses to methane

alerts and further expedite leak detection and repair; and enhanced methane accounting and reconciliation using the GEMS platform to align with guidance from the Oil &

Gas Methane Partnership (OGMP) 2.0 and applicable state regulations.

►Occidental incorporated the 2023 asset registry data into the company’s SAP system and used the data in U.S. onshore operations to streamline review and verification of

methane detection and attribution to specific equipment to facilitate timely reporting and mitigation, support permitting and capital planning and validate certain equipment

counts for regulatory and voluntary reporting, including, but not limited to, the EPA’s Greenhouse Gas Reporting Program (EPA GHGRP), state emissions inventories in

Colorado and New Mexico, the OGCI, OGMP 2.0 and the company’s annual Climate Report and Sustainability Report.

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

►Occidental achieved construction and mechanical completion in December 2024 for Trains 1 and 2, the capture units for Phase 1 of STRATOS.

►Following the Carbon Engineering acquisition in 2023, Occidental established multi-disciplinary teams from Carbon Engineering, OLCV and OxyChem to work in parallel

throughout 2024 with key partners to successfully formulate, design, engineer, bench test and/or pilot multiple technologies to reduce the equipment, materials and energy

needed for DAC, including air contactors, pellet reactors, liquid sorbent and overall CO 2 capture/regeneration, and the associated operational footprint and cost. OLCV

expects to incorporate these ongoing technological developments as applicable into DAC projects such as Phase 2 of STRATOS and the planned South Texas

DAC project.

►Occidental actively progressed its sequestration hub plans in 2024, including drilling stratigraphic data wells at multiple sequestration hub site locations, submitting 21 Class

VI CO 2 sequestration well permit applications across its six proposed hub sites by year-end 2024 and signing award contracts in 2024 with the DOE for two of Occidental’s

sequestration hubs that were awarded CarbonSAFE grants in 2023.

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Long-Term Incentive Program

The majority of NEO compensation is determined by Occidental’s long-term performance. 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 incentive 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

2024, 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.

2024 Long-Term Incentive Program. The 2024 LTI program 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:

30%

CROCE Award

40%

RSU Award

30%

TSR Award

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 62.

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. 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, 2024 and ends December 31, 2026, 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:

An example of the interpolation calculation if Occidental ranked fourth among its TSR performance peers with respect to the 2024 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 2022 TSR Awards. For the 2022 TSR award, which had a performance period that ended on December 31, 2024, Occidental

achieved a TSR ranking of 3 (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 approximately 176%.

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 2024 CROCE award based on three-year CROCE

performance is set forth below:

(1)See page 87 for the formula to calculate CROCE.

(2)Payout percentages for CROCE values between 18% and 22% to be determined using linear interpolation between 25% and 200% of target, with a target payout at

a CROCE of 20%.

Our CROCE performance targets were set at a slightly lower level for the 2024 CROCE award compared to the 2023 CROCE award to

reflect operating and financial plans that incorporated expectations for a less favorable commodity price environment over the three-year

performance period ofthe 2024 CROCE award as compared to the prior performance period; considering these factors, the Compensation

Committee believes that the 2024 CROCE award performance targets were set at a rigorous level for value creation and were at least as

challenging as those for the 2023 CROCE award.

Payout of 2022 CROCE Awards. For the 2022 CROCE award, which had a performance period that ended on December 31, 2024,

Occidental achieved a three-year CROCE of 26.75% as of the end of the performance period, which exceeded the maximum performance

level of such CROCE award. Thus, the Compensation Committee approved a payout result of 200%.

Restricted Stock Unit (RSU) Award. The 2024 RSU award vests ratably over three years with one-third vesting on each of

February 28,2025,2026 and 2027, 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.

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