Thread regarding ExxonMobil Corp. layoffs

Dallas is having a bad day when the New York State Pension Fund and California Teachers Fund backs activist nominees in proxy fight

New York state pension fund backs activist nominees in Exxon proxy fight
Reuters
23 April 2021

New York state's pension fund on Friday threw its support behind an activist fund's slate of nominees to Exxon Mobil Corp's (XOM.N) board, heating up a proxy fight for the company's future.

The biggest U.S. oil producer Exxon and activist hedge fund Engine No. 1 are battling over board seats following Exxon's historic net annual loss of $22.4 billion for 2020. The fund has criticized the producer for "significant underperformance" and a lagging approach to cleaner fuels.

The Exxon board "needs an overhaul," to better manage climate risks and guide the company to a low carbon future, said N.Y. State Comptroller Thomas DiNapoli.

The activist fund nominees include Gregory Goff and Anders Runevad, former chief executives of oil refiner Andeavor and wind–turbine manufacturer Vestas Wind Systems, respectively; Kaisa Hietala, former head of renewable fuels at Finish refiner Neste; and former U.S. Assistant Secretary of Energy for efficiency and renewable energy, Alexander Karsner.

"We are excited to have a new slate of candidates to support," DiNapoli said. "We are supporting Engine No 1’s slate of candidates because they bring transformative industry experience to the table and hold out hope that it is not too late to turn the tide at Exxon and improve its performance."

Exxon and Engine No. 1 did not respond to requests for comment.

Engine No. 1 also has won support from California State Teachers’ Retirement System (CalSTRS), the second largest U.S. pension fund. Hedge fund D.E. Shaw plans to vote with the company, according to people familiar with the matter.

New York state pension funds overseen by DiNapoli also will vote in favor of existing Exxon board members Kenneth Frazier and Ursula Burns and two of three board members Exxon has added in recent months, activist investor Jeffrey Ubben and former Comcast executive Michael Angelakis, but will withhold votes on the remaining directors, it said.

It is not in favor of oil executive Tan Sri Wan Zulkiflee Wan Ariffin, a former CEO of Malaysian state energy firm Petronas, who Exxon also named to the board this year.

The funds hold 8.14 million shares of Exxon, according to Refinitiv. The fund has previously led shareholder proposals calling on Exxon to detail on its business could be affected by climate change. It also has supported proposals to split the CEO and chairman's roles at the oil producer.

The fight for board seats is costing Exxon at least $35 million more than its typical proxy solicitation costs, with the largest U.S. oil producer marshalling executives, TV appearances, social media and websites to rebut the challenge, according to regulatory filings. [nL1N2M70X0]

Engine No. 1 has a $30 million budget for the fight, according to regulatory filings.

Exxon is also urging shareholders to reject proposals to split its chairman and CEO roles, and block climate–related reports sought by other groups.

To blunt investor criticism, in recent months it has expanded its board, pledged to increase low–carbon initiatives, improved climate disclosures and said it would lower the intensity of its oilfield greenhouse gas emissions.

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Post ID: @OP+1avA29aP

23 replies (most recent on top)

Proxy advisor PIRC recommends activist nominees in Exxon boardroom battle
By Jennifer Hiller
Source: Reuters

https://www.reuters.com/article/us-exxon-mobil-proxy-pirc-idUSKBN2CT2AC

(Reuters) -Governance advisor Pensions & Investment Research Consultants (PIRC) on Wednesday recommended Exxon Mobil Corp shareholders vote in favor of four hedge fund nominees in a bitter proxy fight seeking to overhaul the oil giant’s board.

Exxon and activist hedge fund Engine No. 1 are battling over board seats and Exxon’s strategy to meet demands for lower-carbon energy. The fund has nominated four board candidates and criticized existing directors for a lack of “credible plan” as energy markets shift to cleaner fuels.

London-based PIRC is the first of the major proxy advisory firms to comment ahead of the company’s May 26 shareholder vote. Its report did not detail the reasons for its director recommendations.

It advised Exxon shareholders to vote for activist fund nominees - Gregory Goff, Anders Runevad, Kaisa Hietala and Alexander Karsner - and against five existing Exxon board members including Chief Executive Darren Woods.

PIRC also recommended shareholders vote to split the combined CEO-board chairman roles. A separate chair can provide “independent oversight” of management, it wrote.

Exxon’s recent earnings show “our plans are delivering shareholder value” and a vote for the hedge fund’s nominees “pose a clear risk to our future and the dividend,” spokesman Casey Norton said.

Engine No.1, which counts three pension funds among backers of its slate, said it was “pleased” by the proxy recommendation. It opposes the re-election of Exxon directors’ Steven Kandarian, Douglas Oberhelman, Samuel Palmisano, and Wan Zulkiflee.

PIRC urged support for shareholder proposals calling for greater disclosures on lobbying, reports on political contributions and how net-zero carbon emissions scenarios would impact the business.

Its report said allowing shareholders to vote on the company’s climate strategy and goals, would be “in the long-term interests of shareholders.”

Exxon has rejected the activist slate and has urged no votes on the proposals to split its chairman and CEO roles, and on the climate-related reports.

Reporting by Jennifer Hiller and Gary McWilliamsEditing by Chris Reese, Elaine Hardcastle and Marguerita Choy

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Post ID: @kbkv+1avA29aP

Another investment company supports Engine #1 Proxy

The newest climate pressure on Big Oil
Ben Geman, author of Generate

https://www.axios.com/exxon-newest-climate-pressure-big-oil-e04a1d5c-0db6-40a6-8be0-eb3412f8936e.html

The British asset management firm LGIM has thrown its weight behind activist investors' push to force Exxon into getting more aggressive on climate change.

Driving the news: LGIM, citing "persistent climate and governance concerns," yesterday endorsed the slate of board nominees from the investment group Engine No. 1.

Why it matters: The move puts more weight behind the campaign by Engine. No. 1 ahead of Exxon's May 26 shareholder meeting.

They already have backing from huge public employee pension funds in California and New York.
Reuters, citing Refinitiv data, puts LGIM's stake in Exxon at nearly $1 billion, while Bloomberg puts it at nearly $1.5 billion and calls them Exxon's 17th-largest shareholder.

The other side: Exxon has been taking new steps on climate, such as setting new emissions targets and proposing a major public-private partnership on carbon storage.

The intrigue: While Exxon's financial performance has been rocky in recent years and the pandemic compounded the problems, its stock value has nearly doubled over the last half-year."

While short-term performance, driven in large part by surging oil prices, may appease some investors, others believe serious questions remain over Exxon’s stated commitment to the United Nations’ Paris climate accord," Bloomberg notes.

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Post ID: @jwfb+1avA29aP

The intensifying battle for Exxon's future
28 April 2021
Ben Geman, author of Generate

https://www.axios.com/exxons-oil-shareholder-battle-f3afd42a-b486-4699-acb9-c5204da7606f.html

S&P 500 % Change from April 27, 2011 to April 27, 2021 +209%
ExxonMobil Stock % Change from April 27, 2011 to April 27, 2021 - 36%
Yahoo Finance

A very public battle is raging over how ExxonMobil should face questions about long-term oil demand and prepare for a carbon-constrained world.

Driving the news: Investment group Engine No. 1, which is nominating board members it says are equipped to deal with these dynamics, this week gained new support.

Two huge pension funds — California Public Employees' Retirement System and the New York State Common Retirement Fund — have thrown their weight behind it.

It adds to prior backing from the California State Teachers' Retirement System, so now, per Pensions & Investments, the country's three largest pension funds back the effort.

Why it matters: The unusually high-profile shareholder battle is something of a microcosm of larger questions about the future of Big Oil.

But it's also specific to Exxon, one of the world's most powerful companies, which has not sought to diversify as widely as its European peers (though oil-and-gas remains the dominant business for all of them).

What they're saying: Engine No. 1, in an 81-page presentation posted this week, says Exxon has "significantly underperformed and has failed to adjust its strategy to enhance long-term value."

The slide deck argues that Exxon has long lagged behind its Big Oil peers by multiple metrics of investor returns.

The other side: Exxon, which has seen significant share price recovery over the last six months, has been striking back against the claims that it's poorly positioned and underperforming.

Exxon yesterday posted its own detailed slide deck laying out the case for why its strategy will provide long-term value.

It's the latest of recent moves including new board additions and vowing new emissions intensity cuts.

The presentation delves into its investments in carbon capture while arguing that Exxon is well-poised to deliver strong returns in oil-and-gas, which it notes will remain immense markets for decades despite low-carbon energy growth.

And one of its new board members, Jeff Ubben, defended Exxon's climate strategy in an interview with the Financial Times.

What's next: It comes to a head at Exxon's May 26 shareholder meeting. Reuters reports that the hedge fund D.E. Shaw, which has pushed Exxon to change its approach, now intends to vote with the company.

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Post ID: @5pvo+1avA29aP

Gotta PIP Woods to get us out of the woods man!

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Post ID: @4ijs+1avA29aP

I’ve never seen so many paid ads appear on my feeds. They are freaking out and spending money.

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Post ID: @4nbu+1avA29aP

XOM has already said FU to CA and NY. Closed NY headquarters in 1990s, sold all gas stations and refineries in NY and NJ. CA sold all refineries, sold all gas stations. Still have some upstream at SYU and in Aera venture . Few employees in these states. Time to stop delivering natural gas to these states.

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Post ID: @4wiw+1avA29aP

Basically, DW and his friends are on some sort of PIP ... :–)

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Post ID: @3rid+1avA29aP

NY and CA are anti–oil, period. Both states are in dire financial straits and would love to get their greedy paws into XOM's treasure chest.

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Post ID: @2ews+1avA29aP

This is the first time I can remember management has told employees to vote. They are very worried.

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Post ID: @1mcf+1avA29aP

Someone asked:
www.ProxyVote.com
Sent out with the 'contested annual meeting' notice.
Is this an independent EM share vote site – or an internal guidance system?

Anyone know the answer?
I haven't received an Engine communication of any kind.
Is that a different site?

Tricky old business, this limited liability corporation stuff.

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Post ID: @1vrg+1avA29aP

It's true that Vanguard, BlackRock, State Street (20% of total EM stock) could give a morale boost to their investors by voting shares contrary to the current system. These investment funds are not much different than the 2 state–pension funds mentioned – they have customers, reputations and need a future perspective. And they've lost alot of money betting on EM with no upside foreseen.

Or they can simply dump the shares. Like the Anglicans and LDS church did last year.
But it's not a moral issue.

One key problem with the company:
The CEO and the Chairman of the Board never talk to each other.
They don't get along.

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Post ID: @1hsz+1avA29aP

Management has been losing their minds over the proxy fight. Devoting huge internal resources to it.

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Post ID: @1wgd+1avA29aP

I can understand pi–––d off former employees voting engine1 but current employees would be doing themselves a huge disservice to vote that way.

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Post ID: @1obx+1avA29aP

Unfortunately I got caught with more shares than I cared to have when I got tossed out during the Layoff not Called a Layoff last year. Engine #1 will get my proxies, that is, unless I go to vote them in person.

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Post ID: @1byw+1avA29aP

Darren Woods is terrible. We should help use our proxy to vote the split.

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Post ID: @1vkt+1avA29aP

@cop+1avA29aP

Zippy, XOM is the top energy holding for BlackRock and in the top 1% of all BlackRock holdings. Not bad huh?

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Post ID: @1vyw+1avA29aP

TO "GET THIS STRAIGHT"

If you are not concerned, then why is XOM spending an additional $35 million above and beyond typical annual meeting expenses to fight the PROXY in a COVID 19 world where we have been asked to scrutinize every expense $$.

The fight for board seats is costing Exxon at least $35 million more than its typical proxy solicitation costs, with the largest U.S. oil producer marshalling executives, TV appearances, social media and websites to rebut the challenge, according to regulatory filings.

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Post ID: @1ner+1avA29aP

Funny BlackRock reference.
BlackRock indeed owns about 5 or so percent of the EM stock.
that's about 0000.4% of their portfolio.

They could blacktop that in a second for a better reputation.

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Post ID: @cop+1avA29aP

Mr. Blackrock, pardon moi.
Shill out.

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Post ID: @yji+1avA29aP

GET THIS STRAIGHT! omg.....tough man. Everyone listen up! These here are Americans!

Neither of these funds are in the top 30 holdings of XOM stock, and the NY funds is selling ALL fossil fuel stocks. So no big deal.

GOT THAT STRAIGHT NOW?

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Post ID: @rmf+1avA29aP

These are the big–chunk investors that run this company – and have to answer to their large customer population. Union or not – they are American and they are not happy with EM.
Get that straight.

I didn't see any of the new names as options on the www.ProxyVote.com website for voting.
Why is that?
Is that a shill site for the so–called 'Blue proxy' team?

Yet more securities manipulation by the Oligarchs of Dallas.

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Post ID: @gyc+1avA29aP

How is this significant news? It's been going on for decades.

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Post ID: @ugs+1avA29aP

You are surprised that union backers from New York and California are anti big oil? They would love for corporate raiders to liquidate EM value for their own short term financial benefit, leaving you with no job and no benefits. What rock do you live under?

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Post ID: @kjj+1avA29aP

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