NEWFIELD EXPLORATION COMPANY (NYSE:NFX) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.

(e) As described under Item 5.07 below, Newfield Exploration
Company (the Company) held its 2017 Annual Meeting of
Stockholders (the Annual Meeting) on May16, 2017. At the Annual
Meeting, the Companys stockholders approved the Newfield
Exploration Company 2017 Omnibus Incentive Plan (the 2017 Plan),
which was adopted by the Companys Board of Directors (the Board)
on March16, 2017, subject to stockholder approval at the Annual
Meeting. The effective date of the 2017 Plan is May16, 2017. The
2017 Plan provides for the reservation of up to 10,500,000 shares
of common stock, which may be issued under the 2017 Plan in
connection with awards of options, stock appreciation rights,
restricted stock, restricted stock units, bonus stock, dividend
equivalents, other stock-based awards and cash awards, any of
which may be further designated as performance awards, to
eligible officers, employees, directors and consultants of the
Company and its subsidiaries who are selected by the Board or a
designated committee thereof to receive such an award.

The 2017 Plan replaced the Companys 2011 Omnibus Stock Plan (the
2011 Plan) as the vehicle used to make long-term equity incentive
awards. From and after the effective date of the 2017 Plan, no
further awards may be made under the 2011 Plan, although awards
previously granted under the 2011 Plan will remain outstanding in
accordance with their terms. A description of the material terms
and conditions of the 2017 Plan is provided on pages55-64 of the
Companys proxy statement filed with the Securities and Exchange
Commission (the Commission) on March29, 2017 (the Proxy
Statement), and the full text of the 2017 Plan is included as
Exhibit99.1 to the Companys Registration Statement on FormS-8 for
the 2017 Plan, filed with the Commission on May 16, 2017, which
description and text are incorporated herein by reference.

At the Annual Meeting, the Companys stockholders also approved
the Newfield Exploration Company Amended and Restated 2010
Employee Stock Purchase Plan (the Amended and Restated ESPP) to
increase the maximum number of shares that may be made available
for sale thereunder by 2,000,000 shares, effective May16, 2017.
The Amended and Restated ESPP is designed to provide the Companys
eligible employees and those of participating related subsidiary
corporations with the opportunity to purchase shares of Company
common stock on periodic purchase dates through accumulated
payroll deductions. A description of the material terms and
conditions of the Amended and Restated ESPP is provided on
pages65-68 of the Proxy Statement, and the full text of the
Amended and Restated ESPP is included as Exhibit99.1 to the
Companys Registration Statement on FormS-8 for the Amended and
Restated ESPP, filed with the Commission on May16, 2017, which
description and text are incorporated herein by reference.

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

(a) The Companys Annual Meeting was held on May16, 2017.

(b) The following actions were taken at the Annual Meeting, for
which proxies were solicited to Regulation 14A under the
Securities Exchange Act of 1934, as amended, and the final number
of votes cast for, votes cast against, abstentions and broker
non-votes for each proposal are set forth below:

1. Each of the nine nominees for director was elected to serve a
one-year term expiring at the 2018 Annual Meeting of
Stockholders. The final voting results were as follows:

2. The stockholders approved, on a non-binding, advisory basis,
the compensation of the Companys named executive officers as
disclosed in the Proxy Statement. The final voting results were
as follows:

About NEWFIELD EXPLORATION COMPANY (NYSE:NFX)

Newfield Exploration Company is an independent energy company engaged in the exploration, development and production of crude oil, natural gas and natural gas liquids (NGLs). The Company’s operations are focused primarily on large scale, onshore liquids-rich resource plays in the United States. Its segments are the United States and China. Its principal areas of operation are the Anadarko and Arkoma Basins of Oklahoma, the Williston Basin of North Dakota, the Uinta Basin of Utah and the Maverick, and Gulf Coast basins of Texas. In addition, it has oil developments offshore China. Its proved reserves of over 510 million barrels of oil equivalents (MMBOE) consist of over 310 MMBOE proved developed producing, 20 MMBOE proved developed non-producing and 180 MMBOE proved undeveloped reserves. Its proved liquids reserves are over 290 million barrels. Over 71% of its proved liquid reserves are crude oil or condensate. Its proved natural gas reserves are over 1,305 billion cubic feet (Bcf).

NEWFIELD EXPLORATION COMPANY (NYSE:NFX) Recent Trading Information

NEWFIELD EXPLORATION COMPANY (NYSE:NFX) closed its last trading session down -0.77 at 33.82 with 4,218,181 shares trading hands.