XOM Exxon Mobil Corp - 8-K

Item 5.07

Submission of Matters to a Vote of Security Holders.

(a), (b)

Exxon Mobil Corporation (the “Company,” “ExxonMobil,” “we,” or “our”) held its Annual Meeting of Shareholders (“Annual Meeting”) on May 27, 2026. At the meeting, the matters set forth below were submitted for a vote of security holders.

As of the close of business on April 1, 2026, which was the record date for the Annual Meeting, 4,144,455,560 shares of ExxonMobil common stock, without par value (“Common Stock”), were outstanding and entitled to vote.

Set forth below are the proposals voted upon at the Annual Meeting, and the final vote tabulation that certified the voting results as received from the Inspectors of Election. Based on the results, at least 3,636,885,465 shares of Common Stock were voted in person or by proxy at the Annual Meeting, representing 87.8% percent of the shares entitled to be voted. Percentages are based on the total votes cast. Under the corporate law of New Jersey, where we are incorporated, abstentions are not counted as votes cast.

The final voting results for the proposals presented at the Annual Meeting were as follows:

Proposal 1 – Election of Directors

The shareholders elected each of the Board’s twelve director nominees. The votes For and Against, as well as Abstentions and Broker Non-Votes, for each nominee are set forth below.

Nominees

Votes

For

%

For

Votes

Against

%

Against

Abstentions

Broker

Non-Votes

Michael J. Angelakis

3,074,076,666

97.8

%

67,623,299

2.2

%

15,537,164

479,646,841

Angela F. Braly

3,024,079,431

96.2

%

118,776,963

3.8

%

14,376,475

479,646,841

Maria S. Dreyfus

3,071,904,445

97.8

%

70,601,471

2.2

%

14,705,973

479,646,841

Gregory C. Garland

3,099,884,115

98.7

%

42,217,555

1.3

%

15,136,904

479,646,841

John D. Harris II

3,072,696,510

97.8

%

68,799,913

2.2

%

15,732,103

479,646,841

Kaisa H. Hietala

3,081,391,733

98.1

%

59,798,823

1.9

%

16,044,739

479,646,841

Joseph L. Hooley

3,078,663,394

98.0

%

62,271,457

2.0

%

16,300,271

479,646,841

Steven A. Kandarian

3,096,410,868

98.6

%

44,747,541

1.4

%

16,070,214

479,646,841

Alexander A. Karsner

3,083,932,381

98.2

%

56,704,731

1.8

%

16,597,809

479,646,841

Lawrence W. Kellner

3,044,415,503

96.9

%

96,951,559

3.1

%

15,871,511

479,646,841

Dina Powell McCormick

3,089,312,715

98.4

%

51,042,599

1.6

%

16,869,698

479,646,841

Darren W. Woods

3,023,121,683

96.2

%

119,867,001

3.8

%

14,248,470

479,646,841

2

The shareholders voted as set forth below on two management proposals:

Proposal 2 – Ratification of Independent Auditors:

Votes Cast For:

3,493,776,585

96.4

%

Votes Cast Against:

130,902,587

3.6

%

Abstentions:

12,204,753

Broker Non-Votes:

0

Proposal 3 – Advisory Vote to Approve Executive Compensation:

Votes Cast For:

2,906,869,914

92.9

%

Votes Cast Against:

222,967,504

7.1

%

Abstentions:

27,391,137

Broker Non-Votes:

479,646,841

Proposal 4 – Texas Redomiciliation:

Votes Cast For:

2,216,403,048

71.2

%

Votes Cast Against:

896,852,562

28.8

%

Abstentions:

30,111,060

Broker Non-Votes:

493,518,532

Proposal 5 – Independent Chair, a proposal overwhelmingly defeated on 16 separate occasions since 2000:

Votes Cast For:

475,238,535

15.2

%

Votes Cast Against:

2,644,936,703

84.8

%

Abstentions:

37,017,564

Broker Non-Votes:

479,646,841

Proposal 6 – Proposal requesting Company to modify its Voluntary Retail Voting Program to provide multiple options not aligned with the Board’s recommendations:

Votes Cast For:

709,666,879

23.5

%

Votes Cast Against:

2,304,505,127

76.5

%

Abstentions:

143,045,579

Broker Non-Votes:

479,646,841

3