IMPERIAL OIL LTD 10-Q

Item 2. Unregistered sales of equity securities and use of proceeds Issuer purchases of equity securities Total number of shares purchased Average price paid per share (Canadian dollars) Total number of shares purchased as part of publicly announced plans or programs Maximum number of shares that may yet be purchased under the plans or programs (a) April 2020 (April 1 - April 30) - - - 9,513,572 May 2020 (May 1 - May 31) - - - 9,513,572 June 2020 (June 1 - June 26) (a) - - - - (June 29 - June 30) (b) - - - 50,000 (a) The 12-month normal course issuer bid program that was in place during the second quarter of 2020, came into effect on June 27, 2019. The program enabled the company to purchase up to a maximum of 38,211,086 common shares (5 percent of the total shares on June 13, 2019), which included shares purchased under the normal course issuer bid and from Exxon Mobil Corporation concurrent with, but outside of the normal course issuer bid. Exxon Mobil Corporation participated to maintain its ownership percentage at approximately 69.6 percent. The program ended on June 26, 2020, and as previously announced, purchases under this program were suspended on April 1, 2020. Upon expiration, the company had purchased 28,697,514 shares under the program. (b) On June 23, 2020, the company announced by news release that it had received final approval from the Toronto Stock Exchange for a limited normal course issuer bid. The program is used primarily to eliminate dilution from shares issued in conjunction with Imperial’s restricted stock unit plan, and enables the company to purchase up to a maximum of 50,000 common shares during the period June 29, 2020 to June 28, 2021. This maximum includes shares purchased under the normal course issuer bid and from Exxon Mobil Corporation concurrent with, but outside of the normal course issuer bid. As in the past, Exxon Mobil Corporation has advised the company that it intends to participate to maintain its ownership percentage at approximately 69.6 percent. The program will end should the company purchase the maximum allowable number of shares, or on June 28, 2021. The company will continue to evaluate its share purchase program in the context of its overall capital activities. 28 Table of Contents IMPERIAL OIL LIMITED Item 6. Exhibits (31.1) Certification by the principal executive officer of the company pursuant to Rule 13a-14(a). (31.2) Certification by the principal financial officer of the company pursuant to Rule 13a-14(a). (32.1) Certification by the chief executive officer of the company pursuant to Rule 13a-14(b) and 18 U.S.C. Section 1350. (32.2) Certification by the chief financial officer of the company pursuant to Rule 13a-14(b) and 18 U.S.C. Section 1350. (101) Interactive Data Files (formatted as Inline XBRL). (104) Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). 29 Table of Contents IMPERIAL OIL LIMITED SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Imperial Oil Limited (Registrant) Date: August 5, 2020 /s/ Daniel E. Lyons --------------------------------------------------- (Signature) Daniel E. Lyons Senior vice-president, finance and administration, and controller (Principal accounting officer) Date: August 5, 2020 /s/ Cathryn Walker --------------------------------------------------- (Signature) Cathryn Walker Assistant corporate secretary 30