Exxon Mobil Corp. said on May 24 it would add two more board members, including one with climate experience, just days before a shareholder vote on whether to back new directors supported by activist investors unhappy with its record on climate change and financial performance.
The battle is the largest boardroom showdown yet focused on climate concerns at a major energy company. Exxon Mobil has been criticized for moving more slowly than other global oil giants in renewable energy investment. Last year it lost $22 billion when crude prices collapsed, leaving it heavily indebted after years of overspending, largely chasing oil and gas reserves.
On May 26, shareholders will decide whether to back Exxon Mobil’s 12 current directors or whether to replace some of them with four candidates from activist hedge fund Engine No.1, supported by investors and proxy advisory firms anxious about Exxon Mobil’s performance. CEO Darren Woods is not among the directors targeted.
Exxon Mobil, which supports the current board, said May 24 that in the next 12 months it will add two more board members, one with climate experience and one with energy industry experience. Activists pushing for change viewed the move as a last-minute bid to win over big institutional investors.
“Exxon Mobil does everything for a reason,” said Andrew Logan, a senior director at Ceres, a climate advocacy group. The company’s suggested board expansion appeared to be a bid to sway top investors Vanguard, State Street and BlackRock, he said.
As recently as last week, the company maintained that its current board provided the expertise needed to guide its future.
“We have a board that has a right skill set, a broad skill set, to help manage the challenges that a company like Exxon Mobil faces,” the company’s CEO, Woods, told Reuters on May 20.
Exxon Mobil shares rose 1% on May 24 and closed at $59.61 on the New York Stock Exchange. The stock has gained 49% in 2021, but over the last five years it has lost 15%, badly underperforming the S&P 500 stock index.
As pressure has mounted from activist investors, Exxon Mobil in recent months has added directors, improved climate disclosures and launched a new low-carbon business.
Engine No. 1’s candidates have gained traction with some large pension funds and proxy advisory firms that guide institutional shareholders. The hedge fund wants Exxon to focus more on clean energy and improve its financial performance.
“This is a board that continues to only be open to new directors that it approves, rather than trusting the shareholder vote,” Engine No. 1 said in a statement.
“If Exxon Mobil’s board is sincere in its desire to add more relevant experience, then it can wait to see what the outcome of this election is,” it said.
Exxon was still talking with shareholders ahead of the meeting and again rejected the idea of adding an Engine No. 1 candidate, spokesman Casey Norton said, arguing they “lack experience, expertise and knowledge.”
The top U.S. oil producer incurred a historic loss of $22.4 billion last year and is trying to convince a skeptical Wall Street that it can rebound after years of overspending.
“We are cynical about the announcement,” said Bess Joffe, head of responsible investment at the Church Commissioners for England.
“Exxon had the opportunity when they appointed two new directors in March to find candidates with these skill sets and failed to do so.”
Recommended Reading
APA's Apache Reports Another Oil Discovery on Alaska's North Slope
2025-03-17 - APA Corp. and its partners plan flow tests after the success of the Sockeye-2 exploratory well.
E&P Highlights: Jan. 21, 2025
2025-01-21 - Here’s a roundup of the latest E&P headlines, with Flowserve getting a contract from ADNOC and a couple of offshore oil and gas discoveries.
E&P Highlights: Jan. 13, 2025
2025-01-13 - Here’s a roundup of the latest E&P headlines, including Chevron starting production from a platform in the Gulf of Mexico and several new products for pipelines.
Chevron Delivers First Oil from Kazakhstan Project
2025-01-24 - Chevron Corp.’s newest plant at Kazakhstan’s Tengiz Field is expected to ramp up output to 1 MMboe/d.
E&P Highlights: Feb. 18, 2025
2025-02-18 - Here’s a roundup of the latest E&P headlines, from new activity in the Búzios field offshore Brazil to new production in the Mediterranean.
Comments
Add new comment
This conversation is moderated according to Hart Energy community rules. Please read the rules before joining the discussion. If you’re experiencing any technical problems, please contact our customer care team.