ConocoPhillips (COP)
NYSE: COP · Real-Time Price · USD
125.78
-2.47 (-1.93%)
At close: Apr 30, 2026, 4:00 PM EDT
125.70
-0.08 (-0.06%)
After-hours: Apr 30, 2026, 6:23 PM EDT
← View all transcripts

AGM 2025

May 13, 2025

Ryan Lance
Chairman and CEO, ConocoPhillips

Good morning, ladies and gentlemen. I'm Ryan Lance, Chairman and CEO of ConocoPhillips, and it's my pleasure to welcome you to the ConocoPhillips 2025 Annual Meeting of Stockholders. Please remember that you may vote your shares online at any time during this meeting prior to the closing of the polls, and you can submit questions through the text box located on your screen. In addition to myself, all the members of our Board of Directors are present and participating in the meeting today, including Dennis V. Arriola. Dennis is the former Chief Executive Officer of Avangrid Incorporated. Nelda J. Connors. Nelda is the founder and Chief Executive Officer of Pine Grove Holdings, LLC. Gay Huey Evans. Gay is the former Chairman of the London Metal Exchange. Jeffrey A. Joerres. Jeff is the former Executive Chairman and Chief Executive Officer of ManpowerGroup. Timothy A. Leach.

Tim is the former Chief Executive Officer of Contra Resources and is currently serving ConocoPhillips as Advisor to the Chief Executive Officer. William H. McRaven. Bill is a retired U.S. Navy Four Star Admiral and Senior Advisor at Lazard Financial. Sharmila Mulligan. Sharmila is the former Chief Strategy Officer at Alteryx. Arjun N. Murthy. Arjun is a partner at Veriten LLC. Robert A. Niblock. Robert is the former Chairman, President, and Chief Executive Officer of Lowe's Companies Incorporated. David T. Seaton. David is the former Chairman and Chief Executive Officer of Fluor Corporation. Al Walker. Al is the former Chairman and Chief Executive Officer of Anadarko Petroleum Corporation. On behalf of myself and our stockholders, I want to thank our board members for their dedication and willingness to serve.

Next, also here and participating in the meeting today are the other members of ConocoPhillips' executive leadership team, which, in addition to Tim and myself, includes Bill Bullock, our Executive Vice President and Chief Financial Officer, Nick Olds, Executive Vice President, Lower 48, Heather Hrap, our Senior Vice President, Human Resources and Real Estate and Facilities Services, Kirk Johnson, our Senior Vice President, Global Operations, Andrew Lundquist, our Senior Vice President, Government Affairs, Andy O'Brien, our Senior Vice President of Strategy, Commercial, Sustainability and Technology, and Kelly Rose, our Senior Vice President, Legal, General Counsel, and Corporate Secretary. I want to remind everyone that during today's meeting, we may make forward-looking statements. This is our standard reminder that actual results can differ materially, and you should refer to our filings with the SEC for factors that could cause actual results to differ from our projections.

So now, I call the meeting to order, the meeting will consider the five business items on the agenda. We will present each of the four proposals submitted by management for approval, and then the stockholder representative will present his stockholder proposal, after which we will answer stockholder questions during voting before we close the polls and announce the results. Kelly, can you report whether a quorum is present for the conduct of business?

Kelly Rose
Svp, Legal, General Counsel and Corporate Secretary, ConocoPhillips

Our Inspector of Election reports that stockholders entitled to cast more than 86% of the votes eligible to be cast at this meeting are present or represented by proxy. Therefore, a quorum is present, and the meeting may proceed.

Ryan Lance
Chairman and CEO, ConocoPhillips

Thank you, Kelly. The meeting will now consider the five business items on the agenda. Item one on the agenda is a proposal to elect 12 directors to serve for a term of one year. As indicated in the proxy statement, the Board of Directors recommends that the stockholders elect the director nominees. Item two on the agenda is a proposal to ratify the appointment of Ernst & Young as the company's independent registered public accounting firm for 2025. The Audit and Finance Committee reappointed Ernst & Young to serve as ConocoPhillips' independent registered public accounting firm for 2025 and seeks ratification of that appointment by the stockholders. As indicated in the Proxy statement, representatives of Ernst & Young are here today and available to answer questions you may have for them during the stockholder question and answer session.

Item three on the agenda is an advisory proposal to approve the compensation of our named executive officers as disclosed in the Proxy statement. As indicated in the Proxy statement, the Board of Directors recommends that the stockholders vote for and in favor of this proposal. Item four on the agenda is the proposal to eliminate any voting requirement in our charter and bylaws that calls for greater than simple majority vote and replace it with a simple majority vote standard. As indicated in the Proxy statement, the Board of Directors recommends that the stockholders vote in favor of this proposal. Item five on the agenda is a stockholder proposal for the company to remove all emission reduction targets covering greenhouse gas emissions from its operations and energy products.

As a courtesy, we permitted the proponent to prerecord their statement, and we will place such prerecorded statement now on their behalf.

Speaker 4

Good morning. I urge my fellow shareholders to support item five, which asks ConocoPhillips to remove every greenhouse gas reduction target it has imposed on itself. These targets may seem harmless, but for an upstream company whose sole competitive edge is producing affordable oil and natural gas, they create an impossible dilemma. Either ConocoPhillips curtails production, which sacrifices revenue, reserves, and market share, or pours billions into carbon capture schemes that exist only because of political subsidies that could soon vanish under the Trump administration. Both paths squander capital and weaken the very engine that funds dividends and future drilling. Management might talk a big game on climate change, but its actions tell a different story. Just months ago, the company closed a $22.5 billion acquisition of Marathon Oil, a deal that extends Conoco's shale footprint and locks in decades of hydrocarbon output.

You don't spend that kind of money if you truly believe that the world is sprinting to net zero. Meanwhile, the climate crisis narrative used to justify ConocoPhillips' emissions reduction targets rests on the most alarmist projections of the UN's Intergovernmental Panel on Climate Change, projections that many scientists now concede are wildly improbable. Global temperatures have always fluctuated, and today's emissions from the United States represent barely one-tenth of the world total. Even if ConocoPhillips somehow hit net zero tomorrow, the effect on climate would round to next to zero, while the damage to shareholders would be unmistakable. Our competitors abroad are drilling harder than ever. If we hamstring ourselves with self-inflicted quotas, investors will watch production shift to state-owned firms in Russia, Saudi Arabia, and China, entities with no regard for environmental stewardship.

ConocoPhillips instead should stick to what it does best: find, develop, and sell energy that powers modern civilization, not chase politically driven metrics that deliver no measurable benefit to the planet at every conceivable cost to owners. A vote for item five restores strategic discipline, protects our expansion strategy, and reaffirms that this company exists to create value, not theatrical virtue signals. For these reasons, I urge my fellow shareholders to join me in voting for item five. Thank you.

Ryan Lance
Chairman and CEO, ConocoPhillips

The board's response to this proposal is on page 124 of the Proxy statement. The Board of Directors recommends that stockholders vote against this proposal. If you have not already voted online, please do so at this time. I will close the polls at the end of the Q&A session. Now, I will take questions from stockholders that have been submitted online. If we are unable to answer all questions due to time constraints, we will post answers to such questions in accordance with our meeting procedures and rules of conduct on our website by the end of the week. Questions and answers may be grouped by topic, and substantially similar questions may be grouped and answered once. We also reserve the right to reject questions we deem inappropriate. Kelly, can you please read one of the submitted stockholder questions?

Kelly Rose
Svp, Legal, General Counsel and Corporate Secretary, ConocoPhillips

The first question is about how ConocoPhillips selects members for its board of directors and whether cost savings could be realized by reducing the number of directors.

Ryan Lance
Chairman and CEO, ConocoPhillips

Candidates can be suggested by non-employee directors, stockholders, outside search firms, or through management, and then are vetted based on a variety of factors including qualifications, integrity, ethics, and judgment, diversity, independence, potential conflicts, and the mixture of skills already on the board. The Committee on Directors' Affairs then interviews promising candidates and recommends nominees to the full board. The Committee on Directors' Affairs regularly evaluates the size and composition of the board and continually assesses whether the composition appropriately relates to ConocoPhillips' strategic needs, which change as the business environment evolves. We believe each of the 12 nominees for election this year brings valuable experience and unique perspectives to our board. Kelly, can you read another question?

Kelly Rose
Svp, Legal, General Counsel and Corporate Secretary, ConocoPhillips

Will ConocoPhillips be changing its approach to diversity, equity, and inclusion, or DEI?

Ryan Lance
Chairman and CEO, ConocoPhillips

We closely monitor changes in laws and policies to ensure full compliance while upholding our core values and commitments to our workforce. While there has been a lot in the news recently around DEI, our practices at ConocoPhillips have always been rooted in our spirit values, which help to cultivate an inclusive environment where everyone can contribute, promoting innovation and leading to better business outcomes. This helps us attract a workforce equipped to address new opportunities and challenges that we face in a complex industry. We plan to continue to operate in accordance with those spirit values. I'll take another question.

Kelly Rose
Svp, Legal, General Counsel and Corporate Secretary, ConocoPhillips

Is ConocoPhillips cutting its emissions targets in response to the current political environment?

Ryan Lance
Chairman and CEO, ConocoPhillips

No. ConocoPhillips is on track to achieve our near and medium-term targets for reducing operational emissions over which the company has ownership. In April 2023, we strengthened our 2030 emissions intensity target to 50-60% reduction from a 2016 baseline. The target covers Scope 1 and Scope 2 gross operated and net equity emissions. Our Scope 1 and Scope 2 GHG emissions and emissions intensity calculations directly measure our performance and help us understand climate-related risk. We endorsed the World Bank's Zero Routine Flaring initiative and are on track to meet that goal for all assets except those recently acquired from Marathon Oil. Consistent with that, we have set a target of near- zero methane intensity by 2030. Let me take another question.

Kelly Rose
Svp, Legal, General Counsel and Corporate Secretary, ConocoPhillips

This will be our final question. Would ConocoPhillips consider suspending political donations in favor of supporting local charitable causes, establishing internship programs, or investing in cybersecurity upgrades?

Ryan Lance
Chairman and CEO, ConocoPhillips

Thank you for the last question. Our political contributions in support of elected government officials are just a small part of the financial support ConocoPhillips gives to a wide range of civic, community, and charitable stakeholder organizations. Government officials at the federal, state, and local levels have jurisdiction over nearly every part of ConocoPhillips' operations, including taxation, regulation, and permitting regimes. Our political involvement does not keep us from those other activities mentioned in the question. We also offer internship programs and contribute to the well-being of the communities in which we operate through charitable giving, employee volunteerism, and civic leadership. We believe the most effective charitable investments are made through strategic relationships with organizations dedicated to serving our communities day in and day out. In addition, we are already taking a multi-layered approach to cybersecurity risk management and strategy.

Thanks, Kelly, and thank you to our stockholders for your participation and input. Questions not answered during the meeting will have answers posted online by the end of the week. I now declare the polls closed. The Inspector of Election has filed a certification of the preliminary results of the voting. Kelly, could you please read those results?

Kelly Rose
Svp, Legal, General Counsel and Corporate Secretary, ConocoPhillips

The Inspector of Election has reported the following results. Each of the 12 nominees for election have been elected as directors to serve a one-year term expiring at next year's annual meeting. Each director nominee received at least 94% of the votes present at today's meeting. The ratification of Ernst & Young as ConocoPhillips' independent auditors for the fiscal year 2025 has been approved, having received the favorable vote of more than 96% of the votes present at today's meeting. The advisory approval of our executive compensation has passed, with more than 96% of the votes present at today's meeting cast in favor of the proposal. The proposal for the company to eliminate any voting requirement in its charter and bylaws that calls for a greater than simple majority vote and replace it with a simple majority vote standard has not passed.

Approval from 80% of the outstanding shares of ConocoPhillips' common stock was required, and the proposal received less than 77%. The stockholder proposal for the company to remove all emissions reduction targets covering greenhouse gas emissions from its operations and energy products has not passed, with only 1% of the votes present at today's meeting cast in favor of the proposal. Mr. Chairman, that concludes the report of the preliminary voting. Details of the final results will be available for all stockholders in our filings with the SEC within four business days. Stockholders may also obtain the voting results by calling or writing the Office of the Corporate Secretary.

Ryan Lance
Chairman and CEO, ConocoPhillips

Thank you, Kelly. That completes the business scheduled for today. Our meeting is now concluded, and thank you for attending.

Operator

This now concludes the meeting. Thank you for joining, and have a pleasant day.

The host has ended this call. Goodbye.

Powered by