| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On October 24, 2024, the board of directors (the “Board”) of APA Corporation (the “Company”) expanded the Board to eleven directors and appointed Kenneth M. Fisher as a new director of the Company’s Board. Mr. Fisher has been appointed to the Audit Committee and the Cybersecurity Committee of the Board.
For his service, Mr. Fisher will receive compensation that is commensurate with that received by the Company’s other non-employee directors. Such compensatory arrangements are described under the caption “Director Compensation” in the Company’s definitive proxy statement relating to its 2024 annual meeting of stockholders, which was filed with the Securities and Exchange Commission on April 12, 2024, and is incorporated by reference herein.
Other than as disclosed herein, no material plan, contract, or arrangement was entered into or materially amended, and there was no grant or award to Mr. Fisher or modification thereto under any such plan, contract, or arrangement, in connection with Mr. Fisher’s appointment. Mr. Fisher has (i) no arrangements or understandings with any other person pursuant to which he was selected as a director and (ii) no direct or indirect material interest in any transaction or series of similar transactions contemplated by Item 404(a) of Regulation S-K.
Mr. Fisher, 62, has served as Executive Vice President and Chief Financial Officer of ChampionX Corporation since February 1, 2021, having previously served as Executive Vice President and Chief Financial Officer of Noble Energy, Inc. until its acquisition by Chevron in October 2020. Mr. Fisher joined Noble Energy in 2009 as Senior Vice President and Chief Financial Officer. From 2016 until October 2020, he also served as Chair of the board of directors of Noble Midstream Partners. Prior to joining Noble Energy, he served in a number of senior leadership roles at Shell, including as Executive Vice President of Finance for Upstream Americas, Director of Strategy & Business Development for Royal Dutch Shell plc in The Hague, Executive Vice President of Strategy and Portfolio for Global Downstream in London, and Chief Financial Officer of Shell Oil Products U.S. Prior to joining Shell, Mr. Fisher held senior finance positions within business units of General Electric Company. Mr. Fisher also previously served on the ChampionX board of directors and was Chair of the Audit Committee until he became the company’s Executive Vice President and Chief Financial Officer on February 1, 2021.
