What changed in this filing

/stocks — the workspaceLOADING

Item 3. Legal Proceedings

2023-02-22 compared with 2022-02-23 · 55 added, 86 removed, 9 unchanged (94% of the section changed)

1 unchanged sentence

ExxonMobil has elected to use a $1 million threshold for disclosing environmental proceedings.

On August 4, 2022, XTO Energy, Inc.

(“XTO”) received a letter from the Department of Justice (“DOJ”) notifying XTO of the United States Environmental Protection Agency’s (“EPA”) request to initiate a potential civil action against XTO regarding the Schnegg well in Powhatan Point, Ohio.

The letter did not quantify an associated civil penalty potentially sought by the DOJ.

The EPA alleges XTO breached its duty under the General Duty Clause of the Clean Air Act for the Schnegg well, and such breaches resulted in the 2018 well blowout.

Neither a civil action has been filed nor a draft consent decree has been provided by the DOJ.

XTO is assessing the factual basis of the allegation and any associated penalties.

In discussions in January 2023, the DOJ indicated it may seek a potential penalty substantially in excess of $1 million and XTO strongly disagrees with DOJ’s initial position.

On November 21, 2022, the State of Texas, acting by and through its Attorney General (“State”), filed a complaint against the Corporation (captioned State of Texas v.

Exxon Mobil Corporation) in Travis County District Court, TX, Cause No.

D-1-GN-22-006534, for alleged violations of the Texas Clean Air Act at the Baytown Olefins Plant located in Baytown, Texas.

The complaint seeks civil penalties for alleged unauthorized air pollution, unauthorized outdoor burning, nuisance, and unauthorized visible emissions associated with multiple alleged air emissions events between 2018 and 2022 in an amount in excess of $1 million and injunctive relief against the Corporation to enjoin a violation or threatened violation of any Texas Commission on Environmental Quality statute.

The State also seeks to recover its fees and costs of litigation.

Refer to the relevant portions of “Note 16:

2 unchanged sentences

Not applicable.

Information about our Executive Officers

(positions and ages as of February 23, 2022)

Woods Chairman of the Board

Held current title since:

January 1, 2017 Age:

Woods became a Director and President of Exxon Mobil Corporation on January 1, 2016, and Chairman of the Board and Chief Executive Officer of Exxon Mobil Corporation on January 1, 2017, positions he continues to hold as of this filing date.

Chapman Senior Vice President

Held current title since:

January 1, 2018 Age:

Chapman was President of ExxonMobil Chemical Company and Vice President of Exxon Mobil Corporation January 1, 2015 – December 31, 2017.

He became Senior Vice President of Exxon Mobil Corporation on January 1, 2018, a position he continues to hold as of this filing date.

Mikells Senior Vice President and Chief Financial Officer

Held current title since:

August 9, 2021 Age:

Mikells was Chief Financial Officer and a member of the board of directors of Diageo plc November 2015 – June 2021.

Prior to that time, she held Chief Financial Officer positions at Xerox, ADT, Nalco, and United Airlines, where she also served as Vice President of Investor Relations and Treasurer.

She became Senior Vice President and Chief Financial Officer of Exxon Mobil Corporation on August 9, 2021, positions she continues to hold as of this filing date.

Williams, Jr.

Senior Vice President

Held current title since:

June 1, 2014 Age:

Information about our Executive Officers (positions and ages as of February 22, 2023)

Name Age Current and Prior Positions (up to five years)

Woods 58 Chairman of the Board and Chief Executive Officer (since January 1, 2017)

Director and President (since January 1, 2016)

Chapman 60 Senior Vice President (since January 1, 2018)

Mikells 57 Senior Vice President and Chief Financial Officer (since August 9, 2021)

Chief Financial Officer and a member of the board of directors for Diageo plc

(November 2015 - June 2021)

Williams, Jr.

became Senior Vice President of Exxon Mobil Corporation on June 1, 2014, a position he continues to hold as of this filing date.

Carr Vice President

Held current title since:

September 1, 2020 Age:

Carr was Vice President, Strategy and Planning, ExxonMobil Refining & Supply Company May 1, 2014 – July 31, 2017.

He was Vice President, Upstream Strategy and Planning, ExxonMobil Gas & Power Marketing Company August 1, 2017 – March 31, 2019.

He was Vice President, Strategy and Portfolio Management, ExxonMobil Upstream Business Development Company April 1, 2019 – September 30, 2019.

He was Senior Vice President, Fuels, ExxonMobil Fuels & Lubricants Company October 1, 2019 – August 31, 2020.

He became President of ExxonMobil Fuels & Lubricants Company and Vice President of Exxon Mobil Corporation on September 1, 2020, positions he continues to hold as of this filing date.

DuCharme Vice President

President, ExxonMobil Integrated Solutions Company

Held current title since:

July 1, 2020, and April 1, 2019, respectively Age:

DuCharme was President of ExxonMobil Global Services Company August 1, 2016 – March 31, 2019.

She became President of ExxonMobil Upstream Integrated Solutions Company April 1, 2019, and President of ExxonMobil Upstream Business Development Company and Vice President of Exxon Mobil Corporation on July 1, 2020, positions she continues to hold as of this filing date.

Fox Vice President and Controller

Held current title since:

March 1, 2021

Fox was Vice President, Chemical Business Services and Treasurer, ExxonMobil Chemical Company June 1, 2015 – January 31, 2020.

He was Assistant Treasurer of Exxon Mobil Corporation February 1, 2020 – December 31, 2020.

Following a special assignment, he became Vice President and Controller of Exxon Mobil Corporation on March 1, 2021, positions he continues to hold as of this filing date.

Gibbs President, ExxonMobil Global Projects Company

Held current title since:

April 1, 2021 Age:

Gibbs was Vice President, Asia Pacific and Middle East, ExxonMobil Development Company January 1, 2016 – January 14, 2019.

He was Upstream Organization Design Team Lead, ExxonMobil Development Company January 15, 2019 – March 31, 2019.

He was President, ExxonMobil Global Services Company April 1, 2019 – June 30, 2020.

He was Senior Vice President, Global Project Delivery, ExxonMobil Global Projects Company July 1, 2020 – March 31, 2021.

He became President of ExxonMobil Global Projects Company on April 1, 2021, a position he continues to hold as of this filing date.

Littleton Vice President – Investor Relations and Secretary

Held current title since:

March 15, 2020 Age:

Littleton was Assistant Controller of Exxon Mobil Corporation June 1, 2015 – April 30, 2018.

He was Vice President, Downstream Business Services and Downstream Controller May 1, 2018 – March 14, 2020.

He became Vice President – Investor Relations and Secretary of Exxon Mobil Corporation on March 15, 2020, positions he continues to hold as of this filing date.

Mallon Vice President

Held current title since:

April 1, 2019 Age:

Mallon was President of ExxonMobil Development Company January 1, 2017 – March 31, 2019.

He became President of ExxonMobil Upstream Oil & Gas Company and Vice President of Exxon Mobil Corporation on April 1, 2019, positions he continues to hold as of this filing date.

McKee Vice President

Held current title since:

April 1, 2019 Age:

McKee was Vice President, Basic Chemicals, ExxonMobil Chemical Company May 1, 2014 – July 31, 2017.

She was Senior Vice President, Basic Chemicals, Integration & Growth, ExxonMobil Chemical Company August 1, 2017 – March 31, 2019.

She became President of ExxonMobil Chemical Company and Vice President of Exxon Mobil Corporation on April 1, 2019, positions she continues to hold as of this filing date.

Morford Vice President and General Counsel

Held current title since:

November 1, 2020 Age:

Morford was Chief Legal and Compliance Officer of Cardinal Heath, Inc.

prior to joining Exxon Mobil Corporation in May 2019.

He was Deputy General Counsel of Exxon Mobil Corporation May 1, 2019 – October 31, 2020.

He became Vice President and General Counsel of Exxon Mobil Corporation on November 1, 2020, positions he continues to hold as of this filing date.

Spellings, Jr.

Vice President, Treasurer and General Tax Counsel

Held current title since:

March 1, 2010 (Vice President and General Tax Counsel)

April 1, 2020 (Treasurer) Age:

Spellings, Jr.

became Vice President and General Tax Counsel of Exxon Mobil Corporation on March 1, 2010, and Treasurer of Exxon Mobil Corporation on April 1, 2020, positions he continues to hold as of this filing date.

Vice President – Corporate Strategic Planning

Held current title since:

August 1, 2017 Age:

was President of ExxonMobil Research and Engineering Company April 1, 2011 – July 31, 2017.

He became Vice President – Corporate Strategic Planning of Exxon Mobil Corporation on August 1, 2017, a position he continues to hold as of this filing date.

59 Senior Vice President (since June 1, 2014)

Chapman 53 Vice President, Tax and Treasurer ( since November 28, 2022)

Dominion Energy, Inc.

(prior to November 28, 2022):

Executive Vice President, Chief Financial Officer and Treasurer (January 2019 - November 2022)

Senior Vice President, CFO and Treasurer (November 2018 - December 2018)

Senior Vice President, Mergers & Acquisitions and Treasurer (February 2016 - October 2018)

59 Vice President and Controller (since March 1, 2021 following a special assignment)

Assistant Treasurer, Exxon Mobil Corporation (February 1, 2020 - December 31, 2020)

Vice President, Chemical Business Services and Treasurer (June 1, 2015 - January 31, 2020)

51 President of ExxonMobil Global Projects Company (since April 1, 2021)

Senior Vice President, Global Project Delivery, ExxonMobil Global Projects Company

(July 1, 2020 - March 31, 2021)

President, ExxonMobil Global Services Company (April 1, 2019 - June 30, 2020)

Upstream Organization Design Team Lead, ExxonMobil Development Company

(January 15, 2019 - March 31, 2019)

Vice President, Asia Pacific and Middle East, ExxonMobil Development Company

(January 1, 2016 - January 14, 2019)

60 Vice President (since April 1, 2019)

President, ExxonMobil Upstream Company (since April 1, 2022)

President, ExxonMobil Upstream Oil & Gas Company (April 1, 2019 - March 31, 2022)

President, ExxonMobil Development Company (January 1, 2017 - March 31, 2019)

56 Vice President (since April 1, 2019)

President, ExxonMobil Product Solutions Company (since April 1, 2022)

President, ExxonMobil Chemical Company (April 1, 2019 - March 31, 2022)

Senior Vice President, Basic Chemicals, Integration & Growth, ExxonMobil Chemical Company

(August 1, 2017 - March 31, 2019)

64 Vice President and General Counsel (since November 1, 2020)

Secretary (since March 1, 2022)

Deputy General Counsel (May 1, 2019 - October 31, 2020)

Chief Legal and Compliance Officer of Cardinal Health, Inc.

(until March 2019)

58 Vice President, Corporate Strategic Planning (since April 1, 2022)

President, ExxonMobil Research and Engineering Company (April 1, 2020 - March 31, 2022)

Manager, Corporate Strategy, Corporate Strategic Planning (March 15, 2017 - March 31, 2020)

Officers are generally elected by the Board of Directors at its meeting on the day of each annual election of directors, with each such officer serving until a successor has been elected and qualified.

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 3. Legal Proceedings