UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): February 4, 2025
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MURPHY OIL CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
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| Delaware | 1-8590 | 71-0361522 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
9805 Katy Fwy, Suite G-200 Houston, Texas | 77024 |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (281) 675-9000
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered |
| Common Stock, $1.00 Par Value | MUR | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
On February 4, 2025, the Compensation Committee of the Board of Directors of Murphy Oil Corporation (the “Company”) approved an increase in the severance multiplier from 2.0x to 2.5x under the existing Severance Protection Agreements previously entered into with E. Ted Botner (Executive Vice President, General Counsel and Corporate Secretary) and Daniel R. Hanchera (Senior Vice President, Business Development). All other material terms and conditions of the Severance Protection Agreements with Messrs. Botner and Hanchera remain unaffected.
A form of Severance Protection Agreement is filed as Exhibit 10.38 to the Company’s 10-Q filed on August 8, 2024 and a description of the benefits provided under the Severance Protection Agreements can be found in the Company’s proxy statement for its 2024 annual shareholders meeting, as filed with the Securities and Exchange Commission on March 21, 2024.
SIGNATURES
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.
| Date: February 5, 2025 | MURPHY OIL CORPORATION | ||
| By: | /s/ Paul D. Vaughan | ||
| Name: | Paul D. Vaughan | ||
| Title: | Vice President and Controller | ||
