Form 8-K


 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 28, 2014
Chevron Corporation
(Exact name of registrant as specified in its charter)
 
Delaware
    
001-00368
  
94-0890210
(State or other jurisdiction
of incorporation )
    
(Commission
File Number)
  
(I.R.S. Employer
Identification No.)
 

6001 Bollinger Canyon Road, San Ramon, CA
  
94583
(Address of principal executive offices)
  
(Zip Code)
Registrant’s telephone number, including area code: (925) 842-1000
 
 
 
 
 
None
 
 
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 
 
















Item 5.07 Submission of Matters to a Vote of Security Holders.

(a) The 2014 Annual Meeting of Stockholders of Chevron Corporation (“Chevron”) was held on May 28, 2014.

(b) Chevron stockholders voted on the matters, with the final voting results, set forth below.

1.
The nominees for election to the Chevron Board of Directors were elected, each for a one-year term, based upon the following votes:
 
Nominee
Votes For
Votes Against
Abstentions
Broker Non-Votes
L.F. Deily
1,273,063,979
14,554,278
7,776,060
317,859,255
R.E. Denham
1,254,265,266
34,483,542
6,645,509
317,859,255
A.P. Gast
1,275,549,519
13,105,166
6,739,632
317,859,255
E. Hernandez, Jr.
1,257,234,624
29,852,863
8,306,830
317,859,255
J.M. Huntsman, Jr.
1,269,287,089
19,280,580
6,826,648
317,859,255
G.L. Kirkland
1,275,073,032
14,201,986
6,119,299
317,859,255
C.W. Moorman
1,273,073,237
15,328,084
6,992,996
317,859,255
K.W. Sharer
1,273,936,199
14,654,630
6,803,488
317,859,255
J.G. Stumpf
1,251,977,821
36,590,108
6,826,388
317,859,255
R.D. Sugar
1,263,864,285
24,719,198
6,810,834
317,859,255
C. Ware
1,258,904,789
29,738,170
6,751,358
317,859,255
J.S. Watson
1,226,433,373
57,498,307
11,462,637
317,859,255

2.
The Chevron Board of Directors' proposal to ratify the appointment of PricewaterhouseCoopers LLP as Chevron's independent registered public accounting firm for 2014 was approved based on the following votes:
 
Votes for
1,588,986,748
98.9%
Votes against
17,321,920
1.1%
Abstentions
6,944,904
 
Broker non-votes
Brokers were permitted to cast stockholder non-votes (i.e., uninstructed shares) at their discretion on this proposal item and such non-votes are reflected in the votes for or against or abstentions.

3.
The Chevron Board of Directors' proposal for stockholders to approve, on an advisory basis, the compensation of Chevron's named executive officers was approved based on the following votes:
 
Votes for
1,202,222,277
93.8%
Votes against
80,098,713
6.2%
Abstentions
13,073,327
 
Broker non-votes
317,859,255
 

 
4.
The stockholder proposal for a report on corporate charitable contributions was not approved based on the following votes:
 
Votes for
60,082,782
5.0%
Votes against
1,134,305,590
95.0%
Abstentions
101,005,945
 
Broker non-votes
317,859,255
 





5.
The stockholder proposal for a report on lobbying was not approved based on the following votes:
 
Votes for
293,290,813
24.1%
Votes against
921,745,495
75.9%
Abstentions
80,358,009
 
Broker non-votes
317,859,255
 

6.
The stockholder proposal for a report on shale energy operations was not approved based on the following votes:
 
Votes for
317,361,576
26.6%
Votes against
874,746,396
73.4%
Abstentions
103,286,345
 
Broker non-votes
317,859,255
 

7.
The stockholder proposal regarding the designation of an independent Chairman was not approved based on the following votes:
 
Votes for
284,797,763
22.2%
Votes against
999,346,978
77.8%
Abstentions
11,249,576
 
Broker non-votes
317,859,255
 

8.
The stockholder proposal regarding special meetings was not approved based on the following votes:
 
Votes for
440,886,507
34.3%
Votes against
843,183,980
65.7%
Abstentions
11,323,830
 
Broker non-votes
317,859,255
 

9.
The stockholder proposal regarding an independent director with environmental expertise was not approved based on the following votes:
 
Votes for
265,824,452
21.4%
Votes against
978,410,909
78.6%
Abstentions
51,158,956
 
Broker non-votes
317,859,255
 

10.
The stockholder proposal for a report on country selection guidelines was not approved based on the following votes:
 
Votes for
273,887,329
23.1%
Votes against
913,231,873
76.9%
Abstentions
108,275,115
 
Broker non-votes
317,859,255
 







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.

 
CHEVRON CORPORATION
 
Dated: June 3, 2014
By
/S/ CHRISTOPHER A. BUTNER
 
 
Christopher A. Butner, 
 
 
Assistant Secretary and Managing Counsel, Securities/Corporate Governance