Exxon Mobil Corporation

Ticker: XOM
Meeting date: 29/05/2024
Meeting type: Annual
Proposal Mgt rec Vote
Management proposals
1.1 Elect Director Michael J. Angelakis For For
1.2 Elect Director Angela F. Braly For For
1.3 Elect Director Gregory J. Goff For For
1.4 Elect Director John D. Harris, II For For
1.5 Elect Director Kaisa H. Hietala For For
1.6 Elect Director Joseph L. Hooley Vote rationale: Norges Bank Investment Management voted against Joseph L. Hooley in his capacity as Exxon Mobil Corporation's Lead Independent Director and Chair of the Nominating and Governance committee due to Exxon Mobil's decision to file a lawsuit against shareholders related to the submission of a shareholder proposal. While we appreciate the significant value generated during Mr. Hooley's tenure as Lead Independent Director, Norges Bank Investment Management continues to place utmost importance on the protection of shareholder rights and raises concern around the potential impacts of litigation against shareholders stemming from the submission of a shareholder proposal. We will continue to seek constructive dialog with Exxon Mobil on this and other topics. Global Voting Guidelines For Against
1.7 Elect Director Steven A. Kandarian For For
1.8 Elect Director Alexander A. Karsner For For
1.9 Elect Director Lawrence W. Kellner For For
1.10 Elect Director Dina Powell McCormick For For
1.11 Elect Director Jeffrey W. Ubben For For
1.12 Elect Director Darren W. Woods Vote rationale: The board should exercise objective judgement on corporate affairs and be able to make decisions independently of management. The roles of chairperson and CEO should not be held by the same individual. Where a company founder combines both roles, we may support this for a limited period, provided the board has put in place measures to mitigate any conflicts of interest. Global Voting Guidelines Separation of chairperson and CEO For Against
2 Ratify PricewaterhouseCoopers LLP as Auditors For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation For For
Shareholder proposals
4 Revisit Executive Pay Incentives for GHG Emission Reductions Vote rationale: We will not support a shareholder proposal where the company does not appear to have significant gaps in their management or reporting of the relevant sustainability risk. We assess companies against our public expectations on environmental and social issues. We may consider direction of travel and pace of change as part of our assessments. Global Voting Guidelines Shareholder proposals on sustainability Against Against
5 Report on Median Gender/Racial Pay Gaps Vote rationale: The board should account for material sustainability risks facing the company, and the broader environmental and social consequences of its operations and products. Sustainability disclosures should be aligned with applicable global reporting standards and frameworks to support investors in their analysis of risks and opportunities. Where a company’s disclosure does not meet our needs as a financial investor, we will consider supporting a well-founded shareholder proposal calling for reasonable disclosure. We will not support a shareholder proposal that appears to impose a strategy or prescribe detailed methods, unrealistic timeframes or targets for implementation. Global Voting Guidelines Corporate sustainability reporting Against For
6 Report on Reduced Plastics Demand Impact on Financial Assumptions Vote rationale: We will not support a shareholder proposal where the company does not appear to have significant gaps in their management or reporting of the relevant sustainability risk. We assess companies against our public expectations on environmental and social issues. We may consider direction of travel and pace of change as part of our assessments. Global Voting Guidelines Shareholder proposals on sustainability Against Against
7 Report on Social Impact from Plant Closure or Energy Transition Vote rationale: We will not support a shareholder proposal where the company does not appear to have significant gaps in their management or reporting of the relevant sustainability risk. We assess companies against our public expectations on environmental and social issues. We may consider direction of travel and pace of change as part of our assessments. Global Voting Guidelines Shareholder proposals on sustainability Against Against

Disclaimer

This page contains certain information as to the voting intentions of Norges Bank in its role as manager of the Government Pension Fund Global. This disclosure is provided to promote transparency as to Norges Bank’s engagement with investee companies, and in view of its approach to responsible investing. Norges Bank’s voting intention is an internal decision and has not been agreed with any third party. Please note the following:

  • This disclosure is provided for information purposes only. It does not constitute advice and should not be taken as a recommendation or an instruction on any matter, including whether any relevant third party should buy, sell or retain shares, or how any third party should exercise any voting rights they may have. Any person who wishes to obtain advice should seek this from a professional adviser. This disclosure is not a proxy solicitation and is not intended to influence the vote of other shareholders.
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  • Any information in this disclosure is subject to change without notice. In particular, be aware that Norges Bank’s intentions and the holdings of the Government Pension Fund Global may change over time and, to the extent permitted by applicable law, Norges Bank disclaims any responsibility to update this information as a result of such changes or for any other reason.
  • Securities lending or other activity may mean that the votes cast by Norges Bank are significantly different than its economic or published holding of shares, or significantly different from its holding at the date of this disclosure. No assumption should be made or reliance placed on the number of votes that will be cast.
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