Chevron Corporation (NYSE:CVX) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07
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Submission of Matters to a Vote of Security Holders.
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(a)
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The 2017 Annual Meeting of Stockholders of Chevron
Corporation (Chevron) was held on Wednesday, May 31, 2017. |
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(b)
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Chevron stockholders voted on the matters set forth
below, with final voting results indicated. For the election of Directors in an uncontested election, each nominee who received a majority of votes cast (i.e., the number of shares voted for exceeded the number of shares voted against, excluding abstentions) was elected a Director. Except for Item 4 (advisory vote on the frequency of future advisory votes on named executive officer compensation), all other items were approved if the number of shares voted for exceeded the number of shares voted against, excluding abstentions. |
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(1)
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All nominees for election to the Chevron Board of
Directors (Board) were elected, each for a one-year term, based upon the following votes: |
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Nominee
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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W. M. Austin
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1,303,368,948
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99.0%
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13,195,051
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5,492,645
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331,972,209
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L. F. Deily
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1,288,333,894
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98.4%
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21,609,302
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12,113,448
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331,972,209
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R. E. Denham
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1,264,964,551
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96.6%
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44,254,419
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12,837,674
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331,972,209
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A. P. Gast
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1,297,382,647
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99.0%
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12,734,697
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11,939,300
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331,972,209
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E. Hernandez, Jr.
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1,259,225,284
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96.1%
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50,600,349
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12,231,011
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331,972,209
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J. M. Huntsman Jr.
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1,287,784,974
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98.3%
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22,567,071
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11,704,599
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331,972,209
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C. W. Moorman IV
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1,297,101,302
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99.0%
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12,731,351
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12,223,991
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331,972,209
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D. F. Moyo
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1,277,529,736
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97.5%
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32,338,557
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12,188,351
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331,972,209
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R. D. Sugar
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1,269,403,584
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97.0%
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39,996,311
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12,656,749
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331,972,209
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I. G. Thulin
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1,290,766,208
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98.5%
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19,242,090
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12,048,346
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331,972,209
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J. S. Watson
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1,250,538,949
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95.5%
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58,318,724
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13,198,971
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331,972,209
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M. K. Wirth
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1,277,763,182
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97.5%
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32,738,968
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11,554,494
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331,972,209
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(2)
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The Boards proposal to ratify the appointment of
PricewaterhouseCoopers LLP as Chevrons independent registered public accounting firm for 2017 was approved based upon the following votes: |
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Votes For
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1,615,528,447
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98.0%
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Votes Against
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32,688,861
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2.0%
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Abstentions
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5,811,545
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Broker Non-Votes
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Brokers were permitted to cast stockholder non-votes
(i.e., uninstructed shares) at their discretion on this proposal item, and such non-votes are reflected in the votes for or against or abstentions. |
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(3)
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The Boards proposal for stockholders to approve, on an
advisory basis, the compensation of Chevrons named executive officers was approved based upon the following votes: |
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Votes For
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1,224,477,991
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93.8%
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Votes Against
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81,320,474
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6.2%
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Abstentions
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16,258,179
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Broker Non-Votes
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331,972,209
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(4)
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The Boards proposal for stockholders to vote, on an
advisory basis, as to the frequency of future advisory votes on Chevrons named executive officer compensation received the following votes: |
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Votes For 1 Year
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1,157,974,727
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88.5%
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Votes For 2 Years
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8,184,812
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0.6%
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Votes For 3 Years
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142,837,830
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10.9%
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Abstentions
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13,059,275
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Broker Non-Votes
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331,972,209
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(5)
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The stockholder proposal regarding a report on lobbying
was not approved based upon the following votes: |
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Votes For
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378,270,506
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29.1%
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Votes Against
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920,148,028
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70.9%
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Abstentions
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23,638,110
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Broker Non-Votes
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331,972,209
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(6)
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The stockholder proposal regarding a report on business
with conflict-complicit governments was not approved based upon the following votes: |
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Votes For
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72,034,693
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5.7%
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Votes Against
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1,184,804,405
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94.3%
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Abstentions
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65,217,546
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Broker Non-Votes
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331,972,209
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(7)
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The stockholder proposal was withdrawn.
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(8)
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The stockholder proposal regarding a report on
transition to a low carbon economy was not approved based upon the following votes: |
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Votes For
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334,944,962
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26.0%
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Votes Against
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953,851,171
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74.0%
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Abstentions
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33,260,511
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Broker Non-Votes
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331,972,209
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(9)
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The stockholder proposal regarding an independent
chairman was not approved based upon the following votes: |
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Votes For
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479,386,793
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38.7%
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Votes Against
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758,188,211
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61.3%
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Abstentions
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84,481,640
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Broker Non-Votes
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331,972,209
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(10)
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The stockholder proposal regarding an independent
director with environmental expertise was not approved based upon the following votes: |
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Votes For
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252,689,485
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19.6%
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Votes Against
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1,035,361,585
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80.4%
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Abstentions
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34,005,574
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Broker Non-Votes
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331,972,209
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(11)
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The stockholder proposal regarding special meetings was
not approved based upon the following votes: |
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Votes For
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415,762,930
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31.9%
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Votes Against
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887,242,833
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68.1%
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Abstentions
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19,050,881
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Broker Non-Votes
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331,972,209
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About Chevron Corporation (NYSE:CVX)
Chevron Corporation (Chevron) manages its investments in subsidiaries and affiliates and provides administrative, financial, management and technology support to the United States and international subsidiaries that engage in integrated energy and chemicals operations. The Company operates through two business segments: Upstream and Downstream. The Upstream segment consists primarily of exploring for, developing and producing crude oil and natural gas; transporting crude oil by international oil export pipelines; transporting, storage and marketing of natural gas, and a gas-to-liquids plant. Downstream operations consist primarily of refining crude oil into petroleum products; marketing of crude oil and refined products; transporting crude oil and refined products by pipeline, marine vessel, motor equipment and rail car, and manufacturing and marketing of commodity petrochemicals, plastics for industrial uses and fuel and lubricant additives.