Item 5.07   Submission of Matters to a Vote of Security Holdings



(a)

Exxon Mobil Corporation (the "Company" or "ExxonMobil") held its Annual Meeting of Shareholders on May 26, 2021, at which the matters set forth below in response to Item 5.07(b) were submitted to a vote of security holders.

As of the close of business on March 29, 2021, the record date for the Annual Meeting, 4,233,538,767 shares of the Company's 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 estimated preliminary voting results reported by the Company's proxy solicitor, MacKenzie Partners, Inc. (the "Proxy Solicitor"), based on the information available to the Proxy Solicitor. Based on the estimated preliminary results from the Proxy Solicitor and subject to the qualifications set forth herein, at least 2,842,090,241 shares of Common Stock were voted in person or by proxy at the Annual Meeting, representing more than 67.1% percent of the shares entitled to be voted. Percentages are based on the total votes cast. Under the corporate law of New Jersey, where ExxonMobil is incorporated, abstentions are not votes cast. Broker non-votes are not separately reported.

The numbers depicted as votes cast on each proposal and with respect to the voting for and withheld on the contested director election are only estimates and may not reflect the actual results, which are being tabulated by the independent inspector of election (the "Inspector of Election"). The Inspector of Election is the only person who will be able to count, tabulate and validate the votes to reflect, among other items: the net effect of legal proxies and other ballots or proxy cards voted at the Annual Meeting; the proxy votes received by Engine No. 1; any reconciliations between votes submitted on the blue card vs. the white card (including cases in which shareholders may have voted both cards or a later-dated proxy revoked a prior vote); the votes cast on behalf of the custodian banks and brokers by Broadridge Financial Solutions ("Broadridge") and votes cast through certain other intermediaries who do not participate in the proxy voting system maintained by Broadridge.

These preliminary voting results will ultimately be updated through the filing of an amendment to this Current Report on Form 8-K to reflect the final certification of results from the Inspector of Election. At this time, the Company does not know when the Inspector of Election will complete his work and then be able to certify the Annual Meeting vote results. There can be no assurance that the outcome of the final results will be consistent with the outcome of the estimated vote results indicated on this Form 8-K.



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(b)

The estimated preliminary voting results from the Proxy Solicitor for the proposals presented at the Annual Meeting are as follows:

Proposal 1 - Election of Directors

The estimated preliminary votes in Favor and Withheld for each nominee, by order of the votes For each nominee, are set forth below. The twelve nominees with the most votes in favor will be elected to the board after certification of the final results by the Inspector of Election.



Nominees                           Votes For        Votes Withheld
Michael J. Angelakis*     2,795,977,247          46,112,993
Jeffrey W. Ubben*         2,788,399,718          53,690,522
Ursula M. Burns*          2,780,709,604          61,380,636
Joseph L. Hooley*         2,757,824,558          84,265,683
Susan K. Avery*           2,747,648,791          94,441,450
Angela F. Braly*          2,708,193,493         133,896,747
Kenneth C. Frazier*       2,684,683,067         157,407,173
Darren W. Woods*          2,674,761,694         167,328,547
Kaisa Hietala**           1,516,288,928         118,756,243
Gregory J. Goff**         1,429,068,516         205,976,655
Alexander A. Karsner**    1,188,343,388         446,701,783
Douglas R. Oberhelman*    1,174,445,208          32,599,861
Steven A. Kandarian*      1,173,545,328          33,499,741
Wan Zulkiflee*            1,128,703,149          78,341,921
Samuel J. Palmisano*      1,127,243,352          79,801,717
Anders Runevad**            272,113,248       1,362,931,923

* ExxonMobil Nominees
** Engine No. 1 Nominees



Proposal 2 - Ratification of Independent Auditors:


                 Votes Cast For:                              2,932,727,074        96.8  %
                 Votes Cast Against:                             98,410,005         3.2  %
                 Abstentions:                                    15,532,899


Proposal 3 - Advisory Vote to Approve Executive Compensation:


                  Votes Cast For:                              2,467,959,717        88.3  %
                  Votes Cast Against:                            326,696,514        11.7  %
                  Abstentions:                                    47,433,958




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The shareholders voted as set forth below on seven shareholder proposals:

Proposal 4 - Independent Chairman:


                                    Votes Cast For:             605,287,850     22.1  %
                                    Votes Cast Against:       2,139,304,007     77.9  %
                                    Abstentions:                 97,498,145


Proposal 5 - Special Shareholder Meetings:


                Votes Cast For:                                570,342,592        20.8  %
                Votes Cast Against:                          2,165,517,003        79.2  %
                Abstentions:                                   106,230,163


Proposal 6 - Report on Scenario Analysis


                                          Votes Cast For:           1,335,259,043     48.9  %
                                          Votes Cast Against:       1,397,442,071     51.1  %
                                          Abstentions:                109,389,104


Proposal 7 - Report on Environmental Expenditures:


                  Votes Cast For:                                142,754,351         5.2  %
                  Votes Cast Against:                          2,602,828,237        94.8  %
                  Abstentions:                                    96,507,614


Proposal 8 - Report on Political Contributions:


                   Votes Cast For:                                838,542,434        30.5  %
                   Votes Cast Against:                          1,911,320,273        69.5  %
                   Abstentions:                                    92,227,479


Proposal 9 - Report on Lobbying:


                                  Votes Cast For:           1,527,934,642     55.6  %
                                  Votes Cast Against:       1,218,752,700     44.4  %
                                  Abstentions:                 95,402,850


Proposal 10 - Report on Climate Lobbying:


              Votes Cast For:                              1,752,779,954        63.8  %
              Votes Cast Against:                            992,506,297        36.2  %
              Abstentions:                                    96,781,076


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