8-K 1 d388871d8k.htm 8-K 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): May 12, 2017

 

 

OCCIDENTAL PETROLEUM CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   1-9210   95-4035997

(State or Other Jurisdiction

of Incorporation)

  (Commission
File Number)
  (IRS Employer
Identification No.)
5 Greenway Plaza, Suite 110
Houston, Texas
  77046
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (713) 215-7000

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 5.07 Submission of Matters to a Vote of Security Holders.

Occidental Petroleum Corporation (the “Company”) held its 2017 Annual Meeting of Stockholders on May 12, 2017 (the “Annual Meeting”). The following actions were taken at the Annual Meeting, for which proxies were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, and the final number of votes cast for, against or withheld, and broker non-votes for each matter are set forth below:

 

1. The eleven nominees proposed by the Board of Directors were elected by the following votes:

 

Nominee

   For      Against      Abstain      Broker Non-
Votes
 

Spencer Abraham

     464,115,343        131,708,440        2,995,948        77,068,860  

Howard I. Atkins

     587,380,749        10,620,136        818,846        77,068,860  

Eugene L. Batchelder

     593,867,015        4,133,826        818,890        77,068,860  

John E. Feick

     583,109,445        14,885,156        825,130        77,068,860  

Margaret M. Foran

     584,415,194        13,606,853        797,684        77,068,860  

Carlos M. Gutierrez

     593,064,108        3,345,617        2,410,006        77,068,860  

Vicki Hollub

     595,294,022        2,709,879        815,830        77,068,860  

William R. Klesse

     592,505,745        5,484,025        829,961        77,068,860  

Jack B. Moore

     590,391,347        7,607,610        820,774        77,068,860  

Avedick B. Poladian

     592,216,507        5,757,468        845,756        77,068,860  

Elisse B. Walter

     595,474,038        2,560,324        785,369        77,068,860  

 

2. The advisory vote approving executive compensation was approved. The proposal received 495,163,616 votes for; 100,466,920 votes against; 3,189,195 abstentions and 77,068,860 broker non-votes.

 

3. The result of the advisory vote on the frequency of future advisory votes approving executive compensation was as follows: 534,825,237 votes for 1 year; 1,108,631 votes for 2 years; 61,192,777 votes for 3 years and 1,693,086 abstentions. With respect to the foregoing proposal, the option to hold future advisory votes every one year received a majority of the votes cast at the Annual Meeting. Based on these results, the Company’s Board of Directors intends to continue to hold an advisory vote on executive compensation every one year.

 

4. The ratification of the selection of KPMG LLP as independent auditors was approved. The proposal received 665,275,360 votes for; 9,175,812 votes against and 1,437,419 abstentions.

 

5. The stockholder proposal regarding a climate change impact assessment was approved. The proposal received 393,405,828 votes for; 191,122,764 votes against; 14,291,139 abstentions and 77,068,860 broker non-votes.

 

6. The stockholder proposal regarding a lowering of the threshold to call special shareowner meetings was not approved. The proposal received 265,874,648 votes for; 326,404,927 votes against; 6,540,156 abstentions and 77,068,860 broker non-votes.

 

7. The stockholder proposal regarding a report on methane emissions and flaring was not approved. The proposal received 253,616,104 votes for; 300,442,957 votes against; 44,760,670 abstentions and 77,068,860 broker non-votes.

 

8. The stockholder proposal regarding a report on political contributions and expenditures was not approved. The proposal received 45,959,661 votes for; 539,589,287 votes against; 13,270,783 abstentions and 77,068,860 broker non-votes.

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: May 18, 2017       OCCIDENTAL PETROLEUM CORPORATION
        By:  

/s/ Jennifer Kirk

        Name:   Jennifer Kirk
        Title:  

Vice President, Controller and Principal

Accounting Officer

 

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