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Status Update

May 14, 2015

Operator

Please stand by. We're about to begin. Welcome to ExxonMobil's Executive Compensation Overview webcast. This webcast is being recorded. Your host today will be Jeff Woodbury, Vice President, Investor Relations and Secretary, and Randy Powers, Manager, Executive Compensation Benefits and Policy. The format of today's call will include prepared remarks from Mr. Woodbury and Mr. Powers, followed by a question and answer session. Questions can only be submitted via the webcast. During the webcast, you will be able to submit questions using the box at the bottom of your screen labeled Please Submit a Question to the Presenter. Type your question in the text box and then click Submit. You may send in a question at any time during the presentation. At this time, I will turn the webcast over to Mr. Woodbury. Please go ahead, sir.

Jeff Woodbury
VP of Investor Relations and Secretary, ExxonMobil

Thank you. Ladies and gentlemen, good morning and welcome to today's webinar to discuss ExxonMobil's Executive Compensation Program. This webinar is part of our broader shareholder outreach effort, consistent with the objectives of our board of directors. Randy and I'd like to thank you for the opportunity to discuss this important topic, and we appreciate you taking the time to participate this morning. We expect our prepared comments to take about 40 minutes, leaving the balance of the time today for your questions. As you've heard, please feel free to submit your questions via the internet at any time during the session.

Before you cast your vote on the management resolution, which is item 3, the advisory vote to approve executive compensation, we'd encourage you to review the executive compensation overview as well as the more detailed information included in the Compensation Discussion and Analysis, the compensation tables, and the narrative in ExxonMobil's 2015 proxy statement. Lastly, I'd like to note that we will close with several brief comments on the shareholder proposals that are also on the proxy for your consideration. Turning to the next slide. I'd like to bring to your attention the definitions of certain compensation-related terms on slide two, which differ in some respect from compensation totals that are reported in proxy statement tables. We'll be discussing these terms in more detail in today's webinar.

You may also refer to the investor section of our website for additional information, as well as definitions on key financial and operating terms that we use today. Turning now to slide three. We will begin our review with just a quick recap of our shareholder engagement in 2014 and the business performance for this period, which form the basis of compensation decisions that were made by the Board Compensation Committee. The balance of the review will focus on how the compensation program is carefully designed to support our business and incentivize management to achieve long-term, sustainable growth in shareholder value. In response to shareholders' feedback, we have included new information in this year's disclosure regarding how the Compensation Committee determined the level of share grant in our long-term incentive program for senior executives, including the CEO.

We'll also address the suggestion from some shareholders that ExxonMobil consider a formula-based methodology based on three-year total shareholder return versus the industry. Lastly, we will have time for questions and answers at the end of our prepared comments. Moving now to the next slide. Ongoing shareholder engagement is a priority for ExxonMobil and the board of directors. This means that we are committed to engagement between shareholders and the company to fully understand diverse viewpoints and ensure shareholder understanding of ExxonMobil's executive compensation program. I'll note that the Compensation Committee has carefully considered the results of the 2014 advisory vote, in which almost 90% of votes cast supported the say-on-pay resolution. Our shareholder engagement, specifically on ExxonMobil's executive compensation program, is shown on the slide, and that includes our conference calls, the webcast, and our executive compensation overview brochure.

This extensive dialogue provides an excellent opportunity to exchange perspectives and improve understanding. Now you turn to the next slide. I'd like to share some key focus areas associated with our compensation program. I'll note that these areas are based on shareholders' feedback and requests for additional information. We'll discuss most of these during the webinar. First, we've added a new section to illustrate how the Compensation Committee determines the level of the CEO's stock-based award. This section illustrates award levels as a function of how the company and the executive perform with respect to performance measures. I'll remind you that ExxonMobil has long vesting periods.

Half of the stock-based grants require 10 years or longer to vest, and the results in vesting periods that are more than three times longer than those in industry group and compensation benchmark companies. In fact, you'll see that the CEO has awards with a vesting period of 15 years. These uniquely long-term vesting periods sharply raise the risk profile of the stock awards, including the risk of forfeiture until awards vest, relative to more traditional formula-based programs that pay out in three years. This inability to monetize executive compensation early results in executives experiencing the impact of commodity price cycles, much like the experience of our long-term shareholders. Annual bonus program formula is linked to annual earnings and has been consistently applied for 13 years.

Half of the annual bonus is delayed to strengthen alignment with sustainable growth in shareholder value and allow for forfeiture in the event of executive resignation or detrimental activities. Individual awards are determined and differentiated using the same method as individual stock-based awards. In the last few years, the media and others have reported that ExxonMobil's CEO is at the 100 percentile versus comparator companies based on reported pay. However, we believe a more accurate description is illustrated in the disclosure, where we have conducted a detailed compensation analysis using combined realized and unrealized pay that shows a market orientation at the 39th percentile in 2014. I'll remind you, our senior executives do not have employment contracts, severance agreements, or change in control agreements. Finally, all the U.S. executives, more than 1,000 including the CEO, participate in a common program.

We often get asked about the basis of the Compensation Committee's assessment of the performance of the CEO and the 21 executive officers. In the next slides, we will share the metrics on our business results that the Committee reviews. I'll say it is a rigorous assessment that looks at both the short and long-term business performance as well as strategic business results, but largely with a longer-term orientation. The Compensation Committee links the short-term incentive compensation to key short-term financial and operating performance. The 2014 results reflect a focus on the fundamentals and the strength of our integrated businesses amid global economic challenges, uncertainties, and price volatility. We delivered earnings of $32.5 billion in 2014, flat with 2013. Over the last five years, we've averaged $36 billion per year in earnings. Total shareholder distributions in 2014 were $23.6 billion. Dividends per share increased for the 32nd consecutive year.

As you know, we recently announced our 33rd consecutive annual increase last month. We also maintain an industry-leading return on average capital employed of 16.2%. Key to sustainability and maintaining our license to operate, we achieved strong environmental results and best ever safety performance, supported by effective risk management. Turning to the next slide. Another key performance criterion underlying the compensation decisions in 2014 was the progress achieved on several long-term strategic priorities. These accomplishments are outlined here on slide eight, are expected to have positive impact on company's performance for decades, generating significant shareholder value. Briefly, in upstream, significant progress was made in bringing online new higher margin production, notably the PNG LNG project that was delivered on budget and ahead of schedule.

In the development in the downstream and chemical, investments have been progressed in our advantage portfolio that position us to deliver higher value yields while capturing environmental benefits. Moving to our performance charts. As I indicated, we achieved best ever safety performance in 2014, continuing on an improving trend and among the leaders in the industry. Safety results remain a leading indicator of business performance. ExxonMobil's return on average capital employed continued to lead our competitors. As I said in 2014, ExxonMobil's return on capital employed of 16.2% was more than five percentage points higher than our nearest competitor. Over the last five years, return on capital employed averaged 21%, again, about five percentage points higher than the nearest competitor. In a later chart, Randy will share our return on capital employed performance over much longer time periods that also illustrates consistent outperformance.

Another important measure is our free cash flow available after fully funding attractive investment opportunities. Free cash flow grew significantly, reflecting strong business performance as well as lower CapEx. The business generated about $18 billion of free cash flow in 2014, which is up more than $7 billion from 2013. This growth reflects our financial and operating performance and our disciplined capital allocation approach. Over the past five years, ExxonMobil generated $117 billion of free cash flow, which supported our reliable and growing dividend and our industry-leading shareholder distributions. As you can see in Chart 4, our shareholder distributions led the industry over the last five years. As I indicated, ExxonMobil distributed $23.6 billion to shareholders in 2014 through dividends and share buybacks for a total cash distribution yield of 5.4%. We continue to grow our dividend with 2014 marking the 32nd consecutive year with a dividend increase.

Dividends per share are up 55% over the last five years. On average, $0.46 of every dollar generated by the business over the last five years has been distributed to our shareholders, which is almost double our nearest competitor. Turning to the next slide. The most relevant total shareholder return or TSR comparison is across companies in the same industry of comparable size and scale. XOM leads the industry in TSR in all performance periods shown, ranging from one to 30 years. Chart six shows that ExxonMobil generates superior returns through a range of economic environments and cycles, including strong relative performance through the financial crisis. I'll now turn it over to Randy, who will take you through the highlights of the CEO compensation.

Randy Powers
Manager, Executive Compensation Benefits and Policy, ExxonMobil

Thank you, Jeff. Chart seven on this slide shows the Summary Compensation Table reported pay for 2012 to 2014. As shown in the chart, almost all of the 2014 increase in reported pay is due to a change in interest rates that are used to calculate the pension accrual. However, the CEO's pension will be realized only at retirement, with the final value paid out dependent on salary, bonus, and the interest rate at that time. In addition, almost two-thirds of compensation granted by the compensation committee and reported in the Summary Compensation Table for 2014 is in the form of a long-term equity award. The CEO will not actually receive the stock for many years in the future, and until such time, the award remains at risk of forfeiture.

Looking at reported pay in isolation is not the most complete way to view or compare compensation across a group of companies. For this reason, we've disclosed realized pay and unrealized pay of the CEO in our proxy and received positive feedback from you, our shareholders, on the additional perspective provided. Turning to the next slide. On Charts eight and nine of this slide, realized pay is compensation actually received by the CEO during the year. For ExxonMobil, it includes salary, current bonus, payouts of previously granted earnings bonus units, the net spread on stock option exercises, the market value at vesting of previously granted stock-based awards, and all other compensation amounts realized during the year. Amounts for other companies include the same elements, plus payouts of non-equity incentive plan compensation.

For all companies, realized pay excludes unvested grants, change in pension value, and other amounts that will not actually be received until a future date, as well as any retirement-related payouts from pension or non-qualified compensation plans. We will, however, add these values to realized compensation in a subsequent chart to capture all vested and unvested compensation. Chart eight shows the history of realized pay compared to reported pay for the CEO's tenure. ExxonMobil's realized compensation averaged 46% of reported pay over the nine-year period shown, which is the period the CEO has been in the role. 2011 is a higher percentage, as that was the year the CEO exercised his last stock options that were granted in 2001 that would otherwise have expired in 2011. No stock options have been granted since 2001.

Chart nine on this same slide, which has been updated to include 2014, puts in perspective why relying solely on reported pay from a Summary Compensation Table to determine the CEO's compensation relative to benchmark companies may not result in the right conclusions. Realized pay can differ significantly from reported pay for companies that grant stock options and/or have formula-based pay with steep payout factors. ExxonMobil's realized pay ranked eight of 13 among the compensation benchmark companies, versus two of 13 for reported pay. The benchmark company's realized pay median is almost $21 million, and the high is almost $81 million. Turning to the next slide. Chart 10 compares realized pay versus our compensation benchmark companies during the nine years in which the CEO has been in the role. ExxonMobil's realized pay is below the median for most of his tenure.

In response to shareholder feedback, Chart 11 was developed to add the value of unrealized pay granted to the value of realized pay. Chart 11 illustrates that ExxonMobil's aggregate realized and unrealized granted pay is at the 39th percentile for the full period 2006 to 2014. For this purpose, unrealized pay means the current value, not the grant date value used for reporting in the Summary Compensation Table of outstanding unvested cash and stock-based incentive awards, as well as the current market value of unexercised in-the-money stock options granted during the years 2006 to 2014. Award values are based on target levels of formula-based awards and fiscal year-end 2014 stock prices.

Depending on how pension values for the 2006 to 2014 are determined, including pension value and non-qualified deferred compensation together with the realized pay and unrealized award value shown above would place ExxonMobil between the 38th and 74th percentiles of the compensation benchmark companies. Turning to the next slide. The CEO compensation charts are not adjusted for the substantial differences in scale and scope between ExxonMobil and the compensation benchmark companies. Chart 12 puts in perspective the scale and scope of ExxonMobil versus our compensation benchmark companies. In determining compensation levels, the compensation committee places the most emphasis on individual performance and business results. However, the committee also believes that the compensation program should recognize that senior executives are responsible for managing a larger investment on behalf of shareholders relative to that of most other large publicly traded companies. The size and complexity of ExxonMobil are considered among several factors.

Turning to the next slide. In this section, we will focus on the design of our incentive program. Since 2002, the annual bonus program for more than 1,700 executives worldwide, including the CEO, has been determined based on the annual percentage change in projected net income according to the formula shown. The net income performance is tempered by two-thirds to mitigate the impact of commodity price swings on short-term earnings performance, both in up and down commodity price cycles. As shown in Chart 13, the bonus program formula has been consistently applied in each of the last 13 years, including years in which the earnings declined. The red line on Chart 13 shows the annual percentage change in earnings, and the blue line is the annual change in the bonus program.

In addition to earnings performance being the basis for the size of the program, there are other performance factors that determine annual bonus. Actual individual bonus awards are differentiated based on individual performance assessments and pay grade through a method consistent with how the level of individual stock-based awards are determined and differentiated by performance. We will review this methodology in a few slides. Compensation Committee awarded the CEO the same bonus award as 2013, consistent with 2014 earnings performance versus 2013. The bonus is intentionally a small portion of the CEO's total compensation. That is about 11% in 2014. The reason for this is to reflect the Compensation Committee's continuing emphasis on long-term compensation, consistent with the long-term orientation of the business model.

of the annual bonus is delayed until cumulative earnings per share reach a specified level, further aligning the interests of executives with sustainable long-term growth and shareholder value. The EPS threshold has been raised over the years from $3 per unit in 2001 to $6.50 in 2014. The purpose of this delay is to strengthen our forfeiture flexibility. The annual bonus is subject to recoupment in the case of a material negative restatement of ExxonMobil's financial or operating results. Finally, we also benchmark the bonus program along with all other compensation to assure alignment with the market. Let's turn to the next slide. During the 2014 proxy season, several shareholders requested more detail on how the level of individual stock-based awards is determined.

In response, we added a new section titled Determination of Equity Award Levels in our disclosure that more clearly delineates the 7 performance metrics utilized by the Committee in assessing performance, and illustrates how those metrics translate into individual stock-based award levels. The determination of annual awards starts with a performance assessment process, as described by the text on the left side of this slide. The performance of each executive is assessed annually through a well-defined and rigorous process. This annual performance assessment process applies to the CEO and over 1,700 other executives worldwide across multiple business lines and staff functions. These performance assessments are distributed across 5 quintiles with an average assessment of about the 50th percentile. The award levels are widely differentiated between the highest and lowest performers at each pay grade.

Looking to the right side of this slide, the Committee grants a top category award to the CEO only if the company leads on these measures over periods of time comparable to the investment lead times of the business. Turning to the next slide. To provide more detail on this point, chart 14 illustrates the 7 performance metrics considered by the Committee and how stock-based award levels are differentiated. Each performance quintile corresponds to an award level. The award levels are widely differentiated by performance and range from 0 to the maximum level, depending on how the company and the executive perform with respect to the 7 measures. The Compensation Committee considered the company's performance on these performance measures and strategic business results that Jeff covered in the earlier slides, as well as chart 15 shown on this slide entitled 10-Year Average ROCE, or return on capital employed.

The committee relied on these metrics to determine an overall performance assessment. While not explicitly mentioned in chart 14, the results in the areas of corporate governance, diversity, and other goals pertinent to the sustainable growth in shareholder value are also considered to arrive at the overall performance assessment. The size and complexity of the business and the CEO's experience are also factors. Within this framework, and based on the results mentioned, the Compensation Committee determined that the CEO continues to demonstrate performance represented by the top category in the award matrix. The committee does not use narrow quantitative formulas in determining compensation levels.

For the company to be an industry leader and effectively manage the technical complexity and the global scope of ExxonMobil, the most senior executives must advance multiple strategies and objectives in parallel versus emphasizing one or two at the expense of others that require equal attention. Turning to the next slide. As described on this slide, all 21 executive officers are expected to perform at the highest level, or they are replaced. If it is determined that another executive would make a stronger contribution than one of the current officers, a succession plan is implemented, and the incumbent is reassigned or separated from the company. Performance must be high in all key performance areas to receive an overall superior evaluation. Outstanding performance in one area will not cancel out poor performance in another.

For example, a problem in safety, security, health, or environmental performance could result in a reduced incentive award even if the officer's performance against financial and other metrics was superior. The risks and consequences of performance that does not meet the highest standards are increased as officers do not have employment contracts, severance agreements, or change in control arrangements. The company has a long history of applying this high standard of performance with consistency. This is made possible by a deep bench of qualified talent for senior positions generated by a disciplined management development and succession planning process. Management development and succession planning. These processes allow for ever-increasing performance levels uninterrupted by separations and retirements, resulting in continuity of leadership and industry-leading business performance. Turning to the next slide. ExxonMobil's equity incentive program aligns with long investment lead times by granting restricted stock units with long vesting periods.

In 2014, 65% of the CEO's reported compensation is in restricted stock with vesting period far longer than most companies across all industries. Specifically, half of the annual equity award is restricted for 10 years from grant date or until retirement, whichever is later, and the other half is restricted for five years. As illustrated in chart 16, this design results in senior executives holding equity grants more than three times longer than the average among the industry group and compensation benchmark companies. For example, assuming the CEO retires in 2017, 50% of equity granted in 2002 will have a 15-year vesting period. In addition, the CEO has awards that will not vest until the year 2024. Vesting is not accelerated upon retirement or for any other reason other than death.

Tying the actual award value to the stock price at the end of these extended vesting periods, in effect, creates the ultimate measure and link to company performance. Unlike the typical three-year formula-based programs, ExxonMobil senior executives cannot monetize equity compensation early, and this results in executives experiencing the impact of commodity price cycles, much like the experience of long-term shareholders. Turning to the next slide. As mentioned earlier, some shareholders have suggested that ExxonMobil consider a formula-based method based on a three-year TSR versus the industry. Chart 17 shows a typical approach to this formula-based method. The Compensation Committee reviewed and assessed this approach and determined that there is a potential for such a program to result in the following unintended consequences. First, a risk reward profile that is misaligned with that of long-term shareholders due to the use of steep payout factors.

Second, with just three-year vesting, executives can monetize compensation in a short period of time at the expense of long-term shareholders by taking short-term optimization actions to achieve a higher compensation payout. Third, given the nature of our industry, the steep leverage of a formula-based approach does not reinforce the critical importance of sustainable risk management strategies. Fourth, a formula-based plan by design necessitates a shorter payout period due to the practical inability to forecast events much beyond the typical three-year vesting period. However, in the oil and gas industry, management decisions on large, capital-intensive projects affect financial and operating results for decades in the future. Fifth, the shorter payout period of a three-year formula-based approach does not reinforce our retention strategy or management development programs and succession planning. As I mentioned earlier, these programs help achieve continuity of leadership and competitive advantage.

Finally, compensation paid out or realized under these programs could differ significantly from grant values as shown in the prior charts. In summary, the ExxonMobil method of granting equity or stock-based awards will result in executives seeing a one-for-one change in compensation through stock price that coincides with the experience of the long-term shareholders. Next slide. The ExxonMobil compensation program supports the ExxonMobil business model. To illustrate, let's take a look at chart 18. The purple line on chart 18 shows the net cash flow of a typical ExxonMobil project. The red line shows the payout profile of the ExxonMobil stock-based program, and the blue line shows the payout profile of the alternate formula-based program illustrated in the prior slide. On this chart, to better demonstrate the difference in pace of payouts, the total number of shares paid out under both compensation programs is the same.

Chart 18 illustrates how the ExxonMobil design of granting and vesting stock-based awards better aligns with the long-term investment lead times and risk of our business. By contrast, the high degree of variability and earlier payout of the alternate formula-based program is misaligned with the investment profile of a typical ExxonMobil project and could result in an overemphasis on short-term business performance at the expense of sustainable risk management and long-term business results. It should also be noted approximately 70% of a senior executive's cumulative shares or stock-based awards granted over the illustrated time period will be unvested and at risk during employment under the ExxonMobil program versus about 30% for the alternate case. Even after retirement, the ExxonMobil senior executive will continue to have shares unvested and at risk of forfeiture. Specifically, the vesting of stock-based awards, as I mentioned earlier, is not accelerated upon retirement.

Sustainable growth in shareholder value relies on strong alignment between the design of the compensation and the ExxonMobil investment profile. The Compensation Committee believes the current ExxonMobil compensation program achieves that. With that, I'll turn it over to Jeff to close before we open it up for questions.

Jeff Woodbury
VP of Investor Relations and Secretary, ExxonMobil

Well, thank you, Randy. The Compensation Committee, on multiple occasions, has carefully analyzed alternative methods of granting stock-based awards and recognizing business performance. For the reasons that Randy just mentioned, believes that a formula-based plan would not deliver the desired results for either ExxonMobil or its shareholders. The committee believes that the current ExxonMobil equity program still best serves the long-term interests of shareholders and more effectively achieves the following. First, accountability by holding senior executives accountable for many years, extending well beyond retirement, as Randy said, with long vesting periods. Next, alignment by linking financial gains or losses of each executive to the experience of long-term shareholders and aligns strongly with ExxonMobil business model. Next, performance and results, which keeps executives focused on delivering industry-leading results. Lastly, retention by supporting continuity of leadership by encouraging a career orientation.

In conclusion, ExxonMobil's compensation program supports a business model that has weathered volatile commodity prices and industry business cycles for many years and consistently generated industry-leading financial and operating performance and shareholder returns over a very long time. The compensation program contributes to a culture of performance, integrity, reliability, and consistency. We hope that you, as shareholders, recognize that the compensation program has been a key ingredient in achieving these objectives. The company has taken additional steps to address questions raised by shareholders, including, on multiple occasions, careful consideration of alternative methods of granting stock-based awards. Our compensation program is designed to ensure that executives maintain an unwavering focus on the long-term performance of the business and the interest of the shareholders.

On behalf of your board of directors, we recognize your vote is important, and we encourage you to carefully consider the information provided today and vote for the advisory vote to approve executive compensation. Now as we conclude our prepared remarks, I'd like to take a moment to briefly comment on the shareholder proposals in our proxy statement. We've had a robust dialogue with the proponents for each of the proposals submitted, some of which have resulted in the proposal being ultimately withdrawn. Further, we have carried on these discussions with our broader shareholders. First, I'd like to reinforce that we truly value these communications, and we encourage ongoing engagement. Turning to the next slide, our final one. In the interest of time, as I said, let me just briefly comment on a few of the remaining proposals in the proxy.

Regarding item four, which is a proposal on an independent chairman, the board believes that the decision as to who should serve as chairman and/or the CEO is the proper responsibility of the board, and the board should retain the flexibility to determine the particular governance structure that best serves the long-term interests of the shareholders at the time. As you know, 11 of our 12 directors are independent, with independent board leadership provided by the presiding director. Moving to item five on the proxy access bylaw. The board has considered the merits of proxy access and continues to monitor related developments. We are interested in defining the governance benefits from proxy access and identifying the means to capture those benefits without creating additional risks or eroding existing well-established and successful processes that have ensured strong governance at ExxonMobil.

As many of you will agree, governance is about risk mitigation, and it's a key element of a high-integrity organization. As we speak to our investors, we hear varying positions. Some feel strongly that this proposal, if approved, would provide a fundamental right to shareholders, even though they don't oppose performance of the board. Others are opposed to proxy access and feel, like our board, that the critical role of director selection is best left to the independent Board Affairs Committee. Third, some investors are watching and waiting and developing a well-thought-out position after the dialogue has advanced a definition of merits and objectives. We respect the input of all of our investors, but we currently believe that our process is time-tested, and we continue to serve the interests of all shareholders. Item six calls for a climate expert on the board.

Our current director selection process requires candidates to have a breadth of experience and demonstrated expertise in managing complex organizations and situations with worldwide scope. The process has resulted in a board with a broad range of qualifications and expertise, including environmental and/or climate experience. The board is comprised of members with diverse backgrounds and views, including several who have engineering or science degrees, thus enabling the board to properly address climate-related issues with the support of company professionals and scientists with expertise in climate-related matters. To set aside one seat for environmental specialists, however that may be defined, or any other single attribute or expertise would not be in the best interest of our shareholders, as it would dilute the breadth needed by all directors to make informed decisions for the company.

Skipping down to item 11, report on hydraulic fracturing, I'd just like to highlight that after we received a similar resolution from the same proponent last year, the company prepared a white paper called "Unconventional Resources Development: Managing the Risks," which details the inherent risks and mitigations in hydraulic fracturing. I would recommend you take a look at the report by going to our website. I'd also note that we do report related metrics in our Corporate Citizenship Report, as well as to state and federal regulators. In this case, the proponent is requesting certain additional quantitative information at the play or field level that, in our view, taken exclusively, will not enhance our risk management or community engagement efforts. As described in the white paper, we have well-established systems and processes to effectively manage associated risks.

There is, unfortunately, not enough time for us to address each of the shareholder proposals, but of course, we'd be happy to respond to your questions. That concludes our prepared remarks, and we would now be happy to take your questions.

Operator

Thank you. We are ready for your questions at this time. Let me remind you that questions can only be submitted via the webcast. To submit a question, use the box at the bottom of your screen labeled Please Submit a Question to the Presenter. Type your question in the text box and then click Submit. Mr. Woodbury will take our first question.

Jeff Woodbury
VP of Investor Relations and Secretary, ExxonMobil

Right. Thank you. Our first question here is why doesn't ExxonMobil marry a formula to its long equity vesting periods to provide a stronger performance basis? Randy, you want to go ahead and take that?

Randy Powers
Manager, Executive Compensation Benefits and Policy, ExxonMobil

Jeff, yeah, thank you. Let me take a shot at answering that. The new chart 14 in the executive compensation overview illustrates the strong connection between corporate performance, individual performance, and pay. It also delineates how the committee differentiates performance. In effect, what's happened, what the committee has done through this disclosure, they've always been working and doing it this way, but in the disclosure, we got more granular this year and providing more specificity with respect to this. The committee has, in effect, set a hurdle rate for senior executives in order to achieve a category 1 award, and they've gone a step further and delineated the range of awards that would occur for performance that is below leading as defined by those charts one through six and chart 15.

When you take that performance matrices and you marry it to the very long vesting periods we've talked about that are three times longer than most other companies and can be longer than 10 years, the committee believes that that achieves the ultimate pay-for-performance basis for the compensation program. We fully understand why the three-year formula-based approach works for some companies. Given the long vesting lead times in this company, the business model that we have here, it's just not the right fit for ExxonMobil.

Jeff Woodbury
VP of Investor Relations and Secretary, ExxonMobil

Thank you, Randy. Randy, we have another one here. When was the last significant change in executive compensation design? Why isn't the executive compensation program changed more frequently?

Randy Powers
Manager, Executive Compensation Benefits and Policy, ExxonMobil

The last change in this incentive program was in 2002 when we changed from stock options to restricted stock. The bottom line is that the compensation program hasn't changed more frequently because the business model remains constant year-over-year. Let me come at that with more specificity. The principles that underlie our business model and our company culture have not changed. However, having said that, I want to be clear that the committee takes a detailed look every year at alternative designs with respect to the salary programs and the incentive programs. We look at programs that our competitors are using, and they go a step further than just examining and trying to understand those programs. We actually model for the committee how those programs would work in the context of the ExxonMobil business model so that we can see both the pros and the cons.

I'll just close by saying that the purpose of this annual assessment is to ensure that our program is still the best way to support our business model and drive corporate objectives. I want to assure the shareholders that the committee looks at this on an annual basis in a very detailed way.

Jeff Woodbury
VP of Investor Relations and Secretary, ExxonMobil

Thank you, Randy. Well, that is all the questions that have been submitted. We will go ahead and conclude the webinar. In closing, I want to thank everybody that has joined us this morning for not only your time this morning, but importantly, your continued ownership in ExxonMobil. We will conclude at this point. Thank you.

Operator

Ladies and gentlemen, that does conclude today's conference. Thank you all for joining.