Item 5. Other Information
ITEM 5. OTHER INFORMATION
(a) On August 6, 2024, in connection with his recent promotion to President and Chief Operating Officer, the Company entered into an amendment to the Severance Protection Agreement between the Company and Eric M. Hambly (the “Severance Protection Agreement Amendment”). Pursuant to the Severance Protection Agreement Amendment (i) Mr. Hambly’s severance multiplier has increased from 2 times to 3 times and (ii) the length of Mr. Hambly’s continued life, accident and health insurance coverage has increased from 30-months to 36-months. The terms of Mr. Hambly’s agreement, which were described in the section titled “2023 Potential Payments Upon Termination or Change in Control Table” of the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 21, 2024, otherwise remained unchanged.
The foregoing description of the Severance Protection Agreement, as amended, does not purport to be complete and is qualified in its entirety by reference to the form of Severance Protection Agreement, a copy of which is filed as an exhibit to this Quarterly Report.
(b) Not used.
(c) During the three months ended June 30, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
ITEM 6. EXHIBITS
The Exhibit Index on page 44 of this Form 10-Q report lists the exhibits that are hereby filed or incorporated by reference.
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SIGNATURE
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.
MURPHY OIL CORPORATION
(Registrant)
By /s/ PAUL D. VAUGHAN
Paul D. Vaughan
Vice President and Controller
(Chief Accounting Officer and Duly Authorized Officer)
August 8, 2024
(Date)
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EXHIBIT INDEX
The following is an index of exhibits that are hereby filed as indicated by asterisk (*), that are considered furnished rather than filed, or that are incorporated by reference. Exhibits other than those listed have been omitted since they are either not required or not applicable.
Exhibit
No.
1 0.36
Severance Protection Agreement dated as of August 7, 2013 between Murphy Oil Corporation and Roger W. Jenkins ( incorporated by referenc e to Exhibit 10.1 to Form 8-K of Registran t filed on Aug ust 9 , 20 13 )
1 0.3 7
Amendment to Severance Protection Agreement dated as of August 7, 2013, between Murphy Oil Corporation and Roger W. Jenkins ( incorporated by reference to Exhibit 10.1 to Form 10 - Q of Registrant filed on May 2 , 201 9 )
*10.38
Form of Severance Protection Agreement
*31.1
Certification required by Rule 13a-14(a) pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
*31.2
Certification required by Rule 13a-14(a) pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
*32.1
Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101. INS Inline XBRL Instance Document
101. SCH Inline XBRL Taxonomy Extension Schema Document
101. CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
101. DEF Inline XBRL Taxonomy Extension Definition Linkbase Document
101. LAB Inline XBRL Taxonomy Extension Labels Linkbase Document
101. PRE Inline XBRL Taxonomy Extension Presentation Linkbase
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
44
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.