Annual Shareholder Meeting

2023 Annual Shareholder Meeting

DATE AND TIME

2022 Annual Report

Board of directors

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Darren W. Woods

Darren W. Woods

Executive Chair, CEO

Darren W. Woods

Darren W. Woods

Executive Chair, CEO

Attributes and skills:

  • Current / Former CEO of large public company
  • Global business experience
  • Leadership experience in large-scale energy / Commodity business
  • Operation experience in capital-intensive industry
  • Public company board governance experience
  • Public policy / Regulatory experience
  • Low carbon solutions technology and safety experience
  • Financial experience and portfolio management
  • Risk management / Investment stewardship experience

Expertise provided to the Board:

Mr. Woods brings 30 years of global industry experience managing highly sophisticated, safety-critical operations and has held a number of senior leadership roles in multiple international business units prior to being promoted to CEO. His in-depth understanding of company operations, knowledge of global business, markets and strategy, and experience leading transformational change, including the launch of ExxonMobil’s Low Carbon Solutions business, helps the Board to better understand and navigate the complex issues associated with transforming a multi-dimensional, capital intensive, commodity business through a thoughtful, long-term energy transition.


Qualifications:

ExxonMobil (1992 to present)

  • Chair & CEO (2017 to present)
  • President (2016 to present)
  • Senior Vice President (2014 to 2015)
  • Vice President, and President, ExxonMobil Refining & Supply Company (2012 to 2014)

Business affiliations:

Business Roundtable (member); American Petroleum Institute (former Chair); Business Council (member); Center for Strategic and International Studies (Trustee); Oil and Gas Climate Initiative; and National Petroleum Council (Chair)

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Michael J. Angelakis

Michael J. Angelakis

Independent Director

Michael J. Angelakis

Michael J. Angelakis

Independent Director

Attributes and skills:

  • Financial experience and portfolio management
  • Public policy / Regulatory experience
  • Risk management / Investment stewardship experience
  • Public company board governance experience
  • Operation experience in capital-intensive industry
  • Global business experience

Expertise provided to the Board:

Mr. Angelakis’ financial experience, highlighted by his executive leadership (CFO) position transforming Comcast while navigating the financial crisis of 2008, helps the Board to better understand financial risk and opportunities facing ExxonMobil. In addition to his extensive business career, Mr. Angelakis’ experience as Chairman of the Federal Reserve Bank of Philadelphia provides a vital perspective to the challenges ExxonMobil faces related to policy risk.

Qualifications:

Atairos Group

  • Chair & CEO (2015 to present)

Comcast Corporation

  • Vice Chairman & CFO (2011 to 2015)
  • Executive Vice President & CFO (2007 to 2011)

Providence Equity Partners

  • Managing Director and member of the Management and Investment Committees (1999 to 2007)

Current public company directorships:

Bowlero Corporation (2021 to present; Chair of the Nominating and Corporate Governance Committee)

Clarivate Plc (2021 to present)

TriNet Group, Inc. (2017 to present; member of the Nominating and Corporate Governance and Compensation committees)

Previous public company directorships in last five years:

Groupon, Inc. (2016 to 2021)

Hewlett Packard Enterprise Company (2015 to 2020)

Other board experience:

Chairman of The Federal Reserve Bank of Philadelphia (2016 to 2018) and Deputy Chairman and board member (2012 to 2016)

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Susan K. Avery

Susan K. Avery

Independent Director

Susan K. Avery

Susan K. Avery

Independent Director

Attributes and skills:

  • Public policy / Regulatory experience
  • Relevant scientific / Technology experience
  • Low carbon solutions technology and safety experience

Expertise provided to the Board:

Dr. Avery brings extensive experience as an atmospheric scientist and engineer. Her work at the University of Colorado-Boulder and Woods Hole Oceanographic Institution puts her at the leading edge of climate research, including the evolving field of earth system science. This unique perspective helps the Board better understand the technological opportunities available in low carbon solutions as well as providing effective oversight to the climate-related risks facing ExxonMobil.

Qualifications:

Woods Hole Oceanographic Institution

  • President & Director (2008 to 2015)

University of Colorado-Boulder

  • Interim dean of the graduate school and vice chancellor for research, interim provost, and executive vice chancellor for academic affairs (2004 to 2008)

Current public company directorships:

None

Previous public company directorships in last five years:

None

Government / scientific research experience:

Past member of the United Nations Scientific Advisory Board and the National Research Council Global Change Research Program Advisory Committee

Science, engineering and research:

Advisory committee memberships held or recently held include the American Institute of Physics Board (Treasurer), NASA, NOAA, National Science Foundation, Lawrence Berkeley National Laboratory, National Park System, Independent Advisory Committee on Applied Climate Risk, Center for Southern Hemisphere Ocean Research, and Japan Agency for Marine-Earth Science and Technology

Scientific and environment affiliations:

University Corporation for Atmospheric Research (Chair); American Geophysical Union; American Meteorological Society (fellow); American Association for the Advancement of Science (fellow); and IEEE (fellow)

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Angela F. Braly

Angela F. Braly

Independent Director

Angela F. Braly

Angela F. Braly

Independent Director

Attributes and skills:

  • Public policy / Regulatory experience
  • Public company board governance experience
  • Current / Former CEO of large public company
  • Financial experience and portfolio management
  • Risk management / Investment stewardship experience

Expertise provided to the Board:

Ms. Braly’s experience successfully leading WellPoint through the regulatory changes stemming from the Affordable Care Act helps the Board to better understand the risks and opportunities in industries that are challenged by government-led transformation. Her continued work in public policy and governance experience on the Board of Proctor & Gamble, a 100,000+ employee company, further helps the Board navigate public policy issues that arise at a global public company.

Qualifications:

WellPoint, Inc. (formerly known as Anthem, Inc. and now known as Elevance Health, Inc.)

  • Chair (2010 to 2012)
  • President, CEO (2007 to 2012)
  • Executive Vice President, General Counsel, and Chief Public Affairs Officer (2005 to 2007)

Blue Cross Blue Shield of Missouri

  • CEO (2003 to 2005)

Current public company directorships:

Brookfield Asset Management Inc. (2015 to present; Audit Committee member)

The Procter & Gamble Company (2009 to present; Chair of the Governance & Public Responsibility Committee and Audit Committee member)

Previous public company directorships in last five years:

Lowe’s Companies, Inc. (2013 to 2021)

Business and public policy affiliations:

Blue Cross Blue Shield Association (former Director); Business Council (former member); Business Roundtable (former member); Harvard Advisory Council on Health Care Policy (former member); Indiana Economic Development Corporation (former Director); and The Policy Circle (Co-Founder, Director, and Secretary)

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Ursula M. Burns

Ursula M. Burns

Independent Director

Ursula M. Burns

Ursula M. Burns

Independent Director

Attributes and Skills:

  • Global business experience
  • Public policy / Regulatory experience
  • Current / Former CEO of large public company
  • Operation experience in capital-intensive industry
  • Public company board governance experience
  • Financial experience and portfolio management
  • Risk management / Investment stewardship experience

Expertise provided to the Board:

Ms. Burns has deep expertise running a large, complex global corporation. As CEO of Xerox, Ms. Burns successfully led its transformation from a printing business to a tech-forward document management business. This, along with her extensive engineering and operational background, provides a critical perspective to the Board when developing its long-term strategy.

Qualifications:

Xerox

  • Chair (2010 to 2017)
  • CEO (2009 to 2016)
  • Over her 37 years at Xerox, Ms. Burns held a number of senior positions, including SVP, Corporate Strategic Services and SVP and President, Document Systems and Solutions.

VEON Ltd.

  • Chair, CEO (2018 to 2020)

Current public company directorships:

Endeavor Group Holdings (2021 to present; member of Audit Committee)

IHS Holding Ltd. (2020 to present; member of Audit and Nomination & Corporate Governance Committees)
Plum Acquisition Corp I (2021 to present)

Uber Technologies Inc. (2017 to present; member of Audit and Nominating & Governance Committees)

Previous public company directorships in last five years:

American Express (2004 to 2018)
Nestlé S.A. (2017 to 2021)

VEON Ltd. (2017 to 2020)

Government and public policy experience:

Vice Chair and Chair of the President’s Export Council (2010 to 2016); and U.S. Department of Commerce Advisory Committee on Supply Chain Competitiveness (2022 to present)

Scientific and academic affiliations:

Columbia Engineering (member, Board of Visitors); Cornell Technology (member, Board of Overseers); FIRST (board member); Mayo Clinic (Trustee); Massachusetts Institute of Technology Corporation (Trustee); National Academy Foundation (board member); National Academy of Engineering (member); and Scratch Foundation (board member)

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Gregory J. Goff

Gregory J. Goff

Independent Director

Gregory J. Goff

Gregory J. Goff

Independent Director

Attributes and skills:

  • Leadership experience in large-scale energy / Commodity business
  • Public company board governance experience
  • Current / Former CEO of large public company
  • Global business experience
  • Public policy / Regulatory experience
  • Low carbon solutions technology and safety experience
  • Financial experience and portfolio management
  • Operation experience in capital-intensive industry
  • Risk management / Investment stewardship experience

Expertise provided to the Board:

Mr. Goff brings significant industry experience in the areas of exploration & production, marketing and logistics, refining, trading, and lower carbon solutions, including renewable fuels from his leadership roles at ConocoPhillips and Andeavor. This deep understanding of operational processes at scale helps the Board refine its long-term strategies while providing effective oversight of management. Mr. Goff’s extensive transaction experience, in addition to his unique understanding of the regulatory risks related to the industry, provides a vital perspective to the ExxonMobil Board.

Qualifications:

Marathon Petroleum Corporation

  • Executive Vice Chairman (2018 to 2019)

Andeavor

  • Chair (2014 to 2018)
  • President & CEO (2010 to 2018)

ConocoPhillips

  • Over his 30-year career at ConocoPhillips, Mr. Goff held multiple roles in the areas of Exploration and Production, Downstream, and served as Senior Vice President of Commercial from 2008 to 2010.

Current public company directorships:

Avient Corporation (2011 to present; Chair of the Environmental, Health and Safety Committee, Governance Committee member)

Previous public company directorships in last five years:

Andeavor (2010 to 2018)

Andeavor Logistics LP (2011 to 2018)

Marathon Petroleum Corporation (2018 to 2019)

Marathon Petroleum Logistics LP (2018 to 2019)

Enbridge Inc. (2020 to 2021)

Other board experience:

American Fuel & Petrochemical Manufacturers (Chair; 2015 to 2017)

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John D. Harris II

John D. Harris II

Independent Director

John D. Harris II

John D. Harris II

Independent Director

Attributes and skills:

  • Public policy / Regulatory experience
  • Global business experience
  • Operation experience in capital-intensive industry
  • Relevant scientific / Technology experience
  • Risk management / Investment stewardship experience
  • Financial experience and portfolio management

Expertise provided to the Board:

Mr. Harris brings to the Board a global perspective, as well as strategic, functional, and operational skills with a focus on customer success. He is a committed innovator and leader with a deep understanding of business transformation. Mr. Harris’ CEO and functional experience includes competencies in talent management, culture development and strategic planning.

Qualifications:

Raytheon Technologies Corporation (1983 to 2020)

  • CEO, Raytheon International, Inc. (2013 to 2020)
  • Mr. Harris held various leadership positions, including serving as GM of Raytheon’s Intelligence, Information and Services business, President of Raytheon Technical Services Company, VP of Operations and Contracts for Raytheon’s Electronic Systems business, VP of Contracts for Raytheon’s government and defense businesses, VP of Contracts and Supply Chain for Raytheon Company, and VP of Business Development for Raytheon Company.

Current public company directorships:

Flex Ltd. (2020 to present; Compensation & People Committee member)

Cisco Systems, Inc. (2021 to present; member of Audit and Compensation & Management Development Committees)

Kyndryl Holdings, Inc. (2021 to present; Nominating & Corporate Governance Committee member)

Previous public company directorships in last five years:

None

Other affiliations:

Redwood Library and Athenaeum (Board member)

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Kaisa H. Hietala

Kaisa H. Hietala

Independent Director

Kaisa H. Hietala

Kaisa H. Hietala

Independent Director

Attributes and skills:

  • Global business experience
  • Relevant scientific / Technology experience
  • Risk management / Investment stewardship experience
  • Low carbon solutions technology and safety experience
  • Operation experience in capital-intensive industry
  • Leadership experience in large-scale energy / Commodity business
  • Financial experience and portfolio management
  • Public company board governance experience

Expertise provided to the Board:

Ms. Hietala brings a breadth of industry experience, having led the transformation of an oil and gas company into one of the world's largest producers of renewable diesel. In addition to her vast industry experience, Ms. Hietala’s academic background in geophysics helps the Board to better understand both the risks and opportunities ExxonMobil faces in its low carbon solutions technologies.

Qualifications:

Neste Corporation

  • Executive Vice President of Renewable Products and member of the Executive Committee (2014 to 2019)
  • Over her 20-year career at Neste Corporation, Ms. Hietala served in various roles, from E&P and crude trading to leading the strategic review that resulted in the Renewable Products segment

Current public company directorships:

Rio Tinto Group (March 2023)

Smurfit Kappa Group Plc (2020 to present; Senior Independent Director as of 2022; member of the Audit and Sustainability Committees)

Previous public company directorships in last five years:

Kemira Oyj (2016 to 2021)

Other board experience:

Chair of Tracegrow Oy (2019 to present)

Sustainability and academic affiliations:

New Sustainability Oy (partner); Supervisory Board of Oulu University (member); Susformation Oy (Founder); and Sustainability Hub Advisory Board of Aalto University (former member)

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Joseph L. Hooley

Joseph L. Hooley

Lead Independent Director

Joseph L. Hooley

Joseph L. Hooley

Lead Independent Director

Attributes and skills:

  • Current / Former CEO of large public company
  • Public company board governance experience
  • Financial experience and portfolio management
  • Risk management / Investment stewardship experience
  • Global business experience

Expertise provided to the Board:
Mr. Hooley has extensive experience with institutional investors having overseen the servicing of over $35 trillion of assets as well as the stewardship of over $4 trillion in capital as Chair and CEO at State Street. Mr. Hooley successfully transformed State Street in multiple ways, including driving a technological transformation, globalization of the business and investment portfolio, and navigating the post-financial crisis of 2008. Mr. Hooley’s unique background helps the Board better understand investors’ perspectives on risk and ensures those perspectives are incorporated into Board discussions with management on important strategic decisions.

Qualifications:

State Street

  • Chair (2011 to 2019)
  • CEO (2010 to 2018)
  • President & COO (2008 to 2014)
  • Executive Vice President and head of Investor Services Division (2002 to 2008)
  • Vice Chairman and Global Business Experience Head of Investment Servicing and Investment Research and Trading (2006)

Boston Financial Data Services

  • President & CEO (1990 to 2000)

National Financial Data Services

  • President & CEO (1988 to 1990)

Current public company directorships:

Aptiv PLC (2020 to present; Chair of the Compensation and Human Resources Committee; Audit Committee member)

Previous public company directorships in last five years:

State Street Corporation (2009 to 2019)

Other board experience:

Liberty Mutual Insurance (2019 to present)

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Steven A. Kandarian

Steven A. Kandarian

Independent Director

Steven A. Kandarian

Steven A. Kandarian

Independent Director

Attributes and skills:

  • Risk management / Investment stewardship experience
  • Financial expertise and portfolio management
  • Current / Former CEO of large public company
  • Public company board governance experience
  • Global business experience
  • Public policy / Regulatory experience

Expertise provided to the Board:

Mr. Kandarian’s 14 years of senior executive leadership experience at MetLife, where he led a significant transformation following the implementation of Dodd-Frank, brings a viewpoint vital to the Board when developing the long-term strategic plan and overseeing capital allocation across the portfolio. His former positions as CEO and CIO of a global large cap insurance business, in addition to his previous work as a Federal regulator, provides the Board with critical insights related to geopolitical risks, government engagement, and risk management.

Qualifications:

MetLife, Inc.

  • President and CEO (2011 until retirement in 2019)
  • Chair (2012 until retirement in 2019)
  • Chief Investment Officer (2005 to 2011)

Pension Benefit Guaranty Corporation

  • Executive Director (2001 to 2004)

Current public company directorships:

Jackson Financial Inc. (2021 to present; Non-executive Chair; Chair of the Nominating & Governance Committee, Compensation Committee member)

Previous public company directorships in last five years:

AECOM (2019 to 2021; Lead Independent Director; Chair of the Compensation Committee; member of the Audit Committee)

MetLife (2011 to 2019)

Other board experience:

Director of Neuberger Berman (2015 to present)

Business and cultural affiliations:

The University of California, Berkeley, School of Law and Ceres ESG certification (recipient);Business Council (member); Business Roundtable (former member); Financial Services Forum (former member); Partnership for New York City (former Director); Institute of International Finance (former Director and Chair, Insurance Regulatory Committee); and the Lincoln Center for the Performing Arts (former Director)

Scientific and research affiliations:

Damon Runyon Cancer Research Foundation (Director)

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Alexander A. Karsner

Alexander A. Karsner

Independent Director

Alexander A. Karsner

Alexander A. Karsner

Independent Director

Attributes and skills:

  • Risk management / Investment stewardship experience
  • Public policy / Regulatory experience
  • Relevant scientific / Technology experience
  • Low carbon solutions technology and safety experience
  • Financial expertise and portfolio management
  • Global business experience

Expertise provided to the Board:

Mr. Karsner’s energy policy and diplomacy experience, in addition to his background in commercializing breakthrough energy technologies, provides the Board with important perspectives on geopolitical risks and investment opportunities for profitably managing the energy transition. Mr. Karsner’s public service as US Assistant Secretary of Energy, a senior regulatory official, and a principal US negotiator to the UN Framework Convention on Climate Change contributes an in-depth understanding of US and international energy policy. His energy sector experience, including energy infrastructure development in emerging markets, helps the Board better understand public and private-sector considerations when executing its strategy.

Qualifications:
X (formerly Google X) Alphabet’s Moonshot Factory

  • Senior Strategist (2013 to present)

Emerson Collective

  • Managing Partner and co-founder of Elemental (2016 to 2019)

Vantage Point Venture Capital

  • Senior Advisor, Venture Partner (2009 to 2014)

Hudson Private Equity

  • Senior Advisor (2009 to 2014)

Department of Energy

  • U.S. Assistant Secretary (2006 to 2008)

Current public company directorships:

Applied Materials, Inc. (September 2008 to present; member of the Corporate Governance & Nominating and Human Resources & Compensation Committees)

Broadscale Acquisition Corp. (2021 to present)

Previous public company directorships in last five years:

None

Business and public policy experience:
Council on Foreign Relations Working Group on Energy Transition (co-chair), and U.S.-India and U.S.-China Track II diplomatic climate bi-laterals; National Petroleum Council (former member) Energy Futures Initiative; Trilateral Commission (member); Gas Technology Institute (former Director); Argonne National Laboratory (former Director)

Sustainability, scientific and academic affiliations:
Rice University Welch Institute for Material Science (Director); Conservation International (Director), Elemental Labs (Founder; Chairman), National Marine Sanctuary Foundation (Trustee Emeritus), Aspen Institute Clean Energy Forum (Founder), American Academy of Arts & Sciences Accelerating Climate Action Commission (member), Stanford University Precourt Institute for Energy (member, Board of Advisors), Hoover Institution Shultz-Stephenson Energy Task Force (member), Stanford Natural Capital Project (member), MIT Media Lab (Advisory Board).

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Lawrence W. Kellner

Lawrence W. Kellner

Independent Director

Lawrence W. Kellner

Lawrence W. Kellner

Independent Director

Attributes and skills:

  • Current / Former CEO of large public company
  • Public company board governance experience
  • Risk management / Investment stewardship experience
  • Public policy / Regulatory experience
  • Global business experience
  • Operation experience in capital-intensive industry
  • Financial expertise and portfolio management
  • Low carbon solutions technology and safety experience

Expertise provided to the Board:

Mr. Kellner brings extensive experience in a highly regulated and capital-intensive industry, having served as CEO, COO, and Chair of Continental Airlines. Mr. Kellner’s deep operational understanding and executive leadership helps the Board understand how best to develop a long-term strategy for a capital-intensive industry.

Qualifications:

Emerald Creek Group, LLC

  • President (2010 to present)

Continental Airlines, Inc.

  • Chairman & CEO (2004 to 2009)
  • COO (2003 to 2004)
  • President (2001 to 2003)

Current public company directorships:

The Boeing Company (2011 to present; Independent Chair 2019 to present; member of the Aerospace Safety and Governance & Public Policy Committees)

Previous public company directorships in last five years:

Marriott International, Inc. (2002 to 2022; Lead Independent Director from 2013 to 2022)

Sabre Corporation (Chair of the Board from 2013 to 2020)

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Jeffrey W. Ubben

Jeffrey W. Ubben

Independent Director

Jeffrey W. Ubben

Jeffrey W. Ubben

Independent Director

Attributes and skills:

  • Financial experience and portfolio management
  • Risk management / Investment stewardship experience
  • Relevant scientific / Technology and safety experience
  • Low carbon solutions technology and safety experience
  • Public company board governance experience

Expertise provided to the Board:

Having served on over 20 public company boards, Mr. Ubben brings a long history of successfully challenging and working alongside Boards and management teams to grow value for shareholders. His expertise in return-driven, environmental and socially active investing—including his unique knowledge and experience investing in the energy transition—helps the Board to make better strategic and investing decisions around low carbon solutions, including carbon capture and hydrogen technologies.

Qualifications:

Inclusive Capital Partners, L.P.

  • Founder, Portfolio Manager and Managing Partner (2020 to present)
  • Inclusive Capital Partners is focused on increasing shareholder value and promoting sound environmental, social and governance practices.

ValueAct Capital Management, L.P.

  • Founder and CEO (2000 to 2020)
  • CIO (2000 to 2017)

Blum Capital Partners, L.P.

  • Managing Partner (1995 to 2000)

Fidelity Investments

  • Served in various positions including Portfolio Manager and Research Analyst (1987 to 1995)

Current public company directorships:

Fertiglobe Plc (2021 to present)

Enviva Inc. (2020 to present)

Previous public company directorships in last five years:

AppHarvest, Inc. (2019 to 2022)

Nikola Corporation (2019 to 2022)

The AES Corporation (2018 to 2021)

Twenty-First Century Fox, Inc. (2015 to 2018)

Other affiliations:

World Wildlife Fund (Board member); E.O. Wilson Biodiversity Foundation (Board member); The Redford Center (Board member); and Duke University (Board member)