Employee voting for the 2022 annual meeting of stockholders
Chevron’s Annual Meeting of Stockholders (“Annual Meeting”) will be held solely by live audio webcast in lieu of an in-person meeting, at 8:00 a.m. PDT on Wednesday, May 25, 2022. The Board believes this format will enhance and facilitate attendance by providing convenient access for all of our stockholders with access to the internet. In addition, this meeting format should eliminate public health concerns around the COVID-19 pandemic and the significant costs associated with holding an in-person meeting. We have planned and designed the Annual Meeting to encourage stockholder participation, protect stockholder rights, and promote transparency.
On or around Monday, April 11, Chevron employees who hold Chevron common stock through an employee stock or retirement benefit plan and who have a Chevron-issued email address will be sent an email with instructions for voting their shares online and links to the Notice of the 2022 Annual Meeting, the 2022 Proxy Statement, and the 2021 Annual Report. Such employees who do not receive an email will receive the information through the mail or at the employee’s personal email address if the employee has elected to receive communications at a personal email address. Time of delivery of mail will vary based on geographic location. When you receive the Annual Meeting materials in April electronically or by mail, please make sure to keep a copy of the materials and the 16-digit control number provided on the materials (email, voting instruction form, proxy card, or notice regarding the availability of proxy materials), if you wish to cast your vote at a later time or would like to listen and/or participate in the Annual Meeting in May.
The Proxy Statement and Annual Report are also now available electronically on www.chevron.com/investors/stockholder-services and can be accessed, viewed, and printed at your convenience. The Proxy Statement includes important information on matters that will be voted on at the meeting.
You will be voting to elect members of Chevron’s Board of Directors; to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm; to approve, on an advisory basis, the compensation of Chevron’s named executive officers; to approve the 2022 Long-Term Incentive Plan of Chevron Corporation; and on six stockholder proposals.
Electronic delivery of the proxy materials saves natural resources, in addition to saving the Company printing and delivery costs. However, if you wish to receive a paper copy of the Proxy Statement or Annual Report, you may submit a request indicating the item(s) you wish to receive, along with your name and intercompany mailing address, to corpgov@chevron.com.
Voting convenience
Employee stockholders will have the ease of voting their proxies online or through a telephone voting service using your 16-digit control number. Please vote. Your vote is important.
Voting is confidential
All voting tabulations and results are handled by an independent third party. Chevron does not have access to individual votes, and the process is completely confidential.
Voting deadline
Once you have received the proxy voting email or proxy materials, you may vote using your 16-digit control number. You must vote your shares held in an employee stock or retirement benefit plan no later than 11:59 p.m. EDT on Sunday, May 22, or such other date and time as determined by the plan fiduciary or trustee.
Voting recommendations
Chevron’s Board of Directors recommends that you vote as follows:
| ☐ | FOR: Election of the Director nominees |
| ☐ | FOR: Ratification of appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm |
| ☐ | FOR: Advisory vote to approve named executive officer compensation |
| ☐ | FOR: Approve the 2022 Long-Term Incentive Plan of Chevron Corporation |
| ☒ | AGAINST: Stockholder proposal to adopt medium- and long-term ghg reduction targets |
| ☒ | AGAINST: Stockholder proposal to report on impacts of net zero 2050 scenario |
| ☐ | FOR: Stockholder proposal to report on reliability of methane emission disclosures |
| ☒ | AGAINST: Stockholder proposal to report on business with conflict-complicit governments |
| ☒ | AGAINST: Stockholder proposal to report on racial equity audit |
| ☒ | AGAINST: Stockholder proposal to set special meetings threshold at 10% |
Please refer to the Proxy Statement for detailed information on each of the proposals and the Annual Meeting.
