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OCCIDENTAL PETROLEUM CORP /DE/ Proxy Solicitation & Information Statement 2018

Mar 22, 2018

30025_rns_2018-03-22_76781fb8-9927-4785-98cd-a4e8006726fc.zip

Proxy Solicitation & Information Statement

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DEFA14A 1 loxy2018-defa14a.htm OCCIDENTAL PETROLEUM CORP - DEFA14A

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

| 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 Pursuant to ss.240.14a-12 |

(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 the appropriate box): — ● | No
fee required. | |
| --- | --- | --- |
| ● | Fee
computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. | |
| | (1) | Title
of each class of securities to which transaction applies: |
| | (2) | Aggregate
number of securities to which transaction applies: |
| | (3) | Per
unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on
which the filing fee is calculated and state how it was determined): |
| | (4) | Proposed
maximum aggregate value of transaction: |
| | (5) | Total
fee paid: |
| ● | Fee
paid previously with preliminary materials. | |
| ● | Check
box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date
of its filing. | |
| | (1) | Amount
Previously Paid: |
| | (2) | Form,
Schedule or Registration Statement No.: |
| | (3) | Filing
Party: |
| | (4) | Date
Filed: |

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* Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on May 4, 2018.

Meeting
Type: Annual Meeting
For
holders as of: March 9, 2018
Date: May 4, 2018 Time: 9:00 a.m. Central Time
Location: Occidental Petroleum
Conference Center
5 Greenway Plaza
Houston, Texas
77046

| 5
GREENWAY PLAZA, SUITE 110 HOUSTON, TEXAS 77046 |
| --- |
| This is not a ballot. You cannot use this notice to vote these
shares. This communication presents only an overview of the more complete proxy materials that are available to you on the
internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse
side). |
| We encourage you to access and review all of the important information
contained in the proxy materials before voting. |
| See the
reverse side of this notice to obtain proxy materials and voting instructions. |

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How to Access
the Proxy Materials

| Proxy Materials Available
to VIEW or RECEIVE: | | |
| --- | --- | --- |
| Notice
and Proxy Statement Annual
Report | | |
| How
to View Online: Have
the information that is printed in the box marked by the arrow (located on the following page) and visit: www.proxyvote.com. | | |
| How
to Request and Receive a PAPER or E-MAIL Copy: If
you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting
a copy. Please choose one of the following methods to make your request: | | |
| 1) | BY INTERNET : | www.proxyvote.com |
| 2) | BY
TELEPHONE : | 1-800-579-1639 |
| 3) | BY
E-MAIL* : | [email protected] |
| *
If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the
arrow (located
on the following page) in the subject line. | | |
| Requests,
instructions and other inquiries sent to this e-mail address will NOT be forwarded to
your investment advisor. Please make the request as instructed above on or before April
20, 2018 to facilitate timely delivery. | | |

Please Choose One of the Following Voting Methods

| Vote In
Person: If you would like to attend the Annual Meeting to vote these shares in person, please see
the Proxy Statement for details regarding how to request an admission ticket. In order to attend the
Annual Meeting, you MUST request an admission ticket from the company. |
| --- |
| Vote By
Internet: To vote now by internet, go to www.proxyvote.com . Have the information that
is printed in the box marked by the arrow (located
on the following page) available and follow the instructions. Internet voting is available 24 hours a
day, 7 days a week, until 11:59 p.m. Eastern Time on May 3, 2018. |
| Vote By
Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy
card. |

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Voting Items

The Board of Directors recommends a vote “FOR” each of the director nominees:

1.
Nominees:
1a. Spencer Abraham
1b. Howard I. Atkins
1c. Eugene L. Batchelder
1d. John E. Feick
1e. Margaret M. Foran
1f. Carlos M. Gutierrez
1g. Vicki Hollub
1h. William R. Klesse
1i. Jack B. Moore
1j. Avedick B. Poladian
1k. Elisse B. Walter

| The Board of Directors
recommends a vote “FOR” proposal 2: | |
| --- | --- |
| 2. | Advisory Vote to Approve Named Executive Officer
Compensation |
| The Board of Directors recommends
a vote “FOR” proposal 3: | |
| 3. | Approval of the Second Amendment to the 2015
Long-Term Incentive Plan to Increase the Number of Shares Available for Grant |
| The Board of Directors recommends
a vote “FOR” proposal 4: | |
| 4. | Ratification of Selection of KPMG as Independent
Auditor for the Fiscal Year Ending December 31, 2018 |

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