UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 8.01 | Other Events |
On June 23, 2020, Exxon Mobil Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with the several underwriters named therein, for the issuance and sale by the Company of (i) €1,500,000,000 aggregate principal amount of its 0.142% Notes due 2024 (the “2024 Notes”), (ii) €1,000,000,000 aggregate principal amount of its 0.524% Notes due 2028 (the “2028 Notes”), (iii) €1,000,000,000 aggregate principal amount of its 0.835% Notes due 2032 (the “2032 Notes”) and (iv) €1,000,000,000 aggregate principal amount of its 1.408% Notes due 2039 (the “2039 Notes” and, together with the 2024 Notes, the 2028 Notes and the 2032 Notes, the “Notes”).
The Notes will be issued pursuant to the indenture entered into by the Company on March 20, 2014 with Deutsche Bank Trust Company Americas, as trustee (the “Trustee”), as supplemented and amended by a first supplemental indenture, dated June 26, 2020 between the Company and the Trustee (the “First Supplemental Indenture”) and as further supplemented by an officer’s certificate dated June 26, 2020 establishing the terms and forms of the Notes (the “Officer’s Certificate”).
The Notes were offered pursuant to the Company’s Registration Statement on Form S-3 filed with the Securities and Exchange Commission on March 10, 2020 (Reg. No. 333-237052) (the “Registration Statement”).
The Underwriting Agreement, the First Supplemental Indenture and the Officer’s Certificate (including the forms of the Notes) are filed as Exhibits 1.1, 4.2 and 4.3, respectively, to this current report on Form 8-K and are incorporated by reference into the Registration Statement. The opinions of Davis Polk & Wardwell LLP and Lisa K. Bork, Esq., Executive Counsel – Corporate of Exxon Mobil Corporation, are filed as Exhibits 5.1 and 5.2, respectively, to this current report on Form 8-K and are incorporated by reference into the Registration Statement.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits.
| Exhibit |
Description | |||
| 1.1 |
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| 4.1 |
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| 4.2 |
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| 4.3 |
Officer’s Certificate of Exxon Mobil Corporation dated June 26, 2020 | |||
| 4.4 |
Form of Note representing the 2024 Notes (included in Exhibit 4.3) | |||
| 4.5 |
Form of Note representing the 2028 Notes (included in Exhibit 4.3) | |||
| 4.6 |
Form of Note representing the 2032 Notes (included in Exhibit 4.3) | |||
| 4.7 |
Form of Note representing the 2039 Notes (included in Exhibit 4.3) | |||
| 5.1 |
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| 5.2 |
Opinion of Lisa K. Bork, Esq., Executive Counsel – Corporate of Exxon Mobil Corporation | |||
| 23.1 |
Consent of Davis Polk & Wardwell LLP (included in Exhibit 5.1) | |||
| 23.2 |
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| 104 |
Cover Page Interactive Data File (formatted as Inline XBRL) | |||
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 hereunto duly authorized.
| EXXON MOBIL CORPORATION | ||||||
| Date: June 26, 2020 |
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| By: |
/s/ J. M. Spellings | |||||
| Name: |
J. M. Spellings | |||||
| Title: |
Vice President, Treasurer and General Tax Counsel | |||||