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 x
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 |
||
| x Definitive Additional Materials | ||
| ¨ Soliciting Material Pursuant to §240.14a-12 | ||
EXXON MOBIL CORPORATION
(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):
| x | 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: |
| Before you cast your vote on Management Resolution Item 3 – Advisory Vote to Approve Executive Compensation, please consider the following:
ExxonMobil conducts business in a volatile commodity price environment and positions itself to achieve industry-leading returns regardless of industry conditions. We continue to create value for our shareholders by confidently and prudently investing through the price cycle to meet long-term energy demand growth. Our integrated business enables us to optimize economic returns across the oil and gas value chain. The Corporation’s success requires a strong culture of performance, a long-term orientation, and constancy of purpose among senior executives, all of which are reinforced by the design of our compensation program.
Please review the content of this Overview, as well as the more detailed information included in the Compensation Discussion and Analysis, compensation tables, and narrative in ExxonMobil’s 2016 Proxy Statement.
Jeffrey J. Woodbury Vice President, Investor Relations and Secretary | ||
|
Shareholder Engagement and Prior Say-On-Pay Vote
¡ Shareholder engagement strategy focuses on wide-ranging dialogue between numerous shareholders and management. For 2015, this included:
- Individual conference calls on multiple occasions throughout the year with the Company’s largest shareholders; and,
- Webcast on May 14, 2015, available to all shareholders.
¡ These engagements provided an excellent opportunity to discuss alignment between performance and pay, as well as the Company’s long-standing philosophy that executive compensation should be based on long-term performance, aligned with the investment lead times of the business, as our Proxy materials demonstrate.
¡ In assessing the executive compensation program, the Compensation Committee on multiple occasions:
- Evaluated alternate methods of granting compensation;
- Carefully considered the results of the 2015 advisory vote on executive compensation and the insights gained from this extensive dialogue; and,
- Discussed this subject with its independent consultant.
¡ Based on this assessment, the Committee confirmed that the current compensation program best ensures an unwavering focus on the long-term performance of the business, which the Committee expects will continue generating strong operating and financial results for the benefit of the Company’s long-term shareholders.
¡ The Committee respects all shareholder votes, both “For” and “Against” our compensation program, and is committed to continued engagement with shareholders to ensure a full understanding of diverse viewpoints.
|
1
2 E x x o n M o b i l 2 0 1 6 E x e c u t i v e C o m p e n s a t i o n O v e r v i e w
3
4 E x x o n M o b i l 2 0 1 6 E x e c u t i v e C o m p e n s a t i o n O v e r v i e w
5
6 E x x o n M o b i l 2 0 1 6 E x e c u t i v e C o m p e n s a t i o n O v e r v i e w
7
8 E x x o n M o b i l 2 0 1 6 E x e c u t i v e C o m p e n s a t i o n O v e r v i e w
9
