6.2.15 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 27, 2015


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 obligation 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 2015 Annual Meeting of Stockholders of Chevron Corporation (“Chevron”) was held on Wednesday, May 27, 2015.

(b) Chevron stockholders voted on the matters set forth below, with final voting results indicated. For the election of Directors in an uncontested election, each nominee who received a majority of votes cast (i.e., the number of shares voted for exceeded the number of shares voted against, excluding abstentions) was elected a Director. All other items were approved if the number of shares voted for exceeded the number of shares voted against, excluding abstentions.

(1)
All nominees for election to the Chevron Board of Directors (“Board”) were elected, each for a one-year term, based upon the following votes:

Nominee
Votes For
 
Votes Against
Abstentions
Broker Non-Votes
A.B. Cummings Jr.
1,275,237,912
99.1%
11,830,107
6,658,964
324,390,183
L.F. Deily
1,237,428,045
98.9 %
13,688,512
6,610,696
324,390,183
R.E. Denham
1,249,640,843
97.1%
37,524,232
6,562,178
324,390,183
A.P. Gast
1,276,532,513
99.2%
10,669,256
6,525,484
324,390,183
E. Hernandez Jr.
1,258,721,402
97.8%
28,194,095
6,811,756
324,390,183
J.M. Huntsman Jr.
1,271,541,914
98.8%
15,942,189
6,243,150
324,390,183
C.W. Moorman
1,273,946,633
99.0 %
13,221,038
6,559,582
324,390,183
J.G. Stumpf
1,252,882,643
97.4%
33,994,655
6,849,955
324,390,183
R.D. Sugar
1,248,423,142
97.0%
37,986,789
7,317,322
324,390,183
I.G. Thulin
1,273,688,765
99.0%
13,282,942
6,755,546
324,390,183
C. Ware
1,252,726,940
97.3%
34,409,982
6,590,331
324,390,183
J.S. Watson
1,230,634,922
97.1%
37,211,823
25,880,508
324,390,183

(2)
The Board’s proposal to ratify the appointment of PricewaterhouseCoopers LLP as Chevron’s independent registered public accounting firm for 2015 was approved based upon the following votes:

Votes For
1,595,508,829
99.0%
Votes Against
15,598,635
1.0%
Abstentions
7,009,972
 
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 Board’s proposal for stockholders to approve, on an advisory basis, the compensation of Chevron’s named executive officers was approved based upon the following votes:

Votes For
1,205,401,116
94.1%
Votes Against
75,946,121
5.9%
Abstentions
12,381,498
 
Broker Non-Votes
324,390,183
 








(4)
The stockholder proposal regarding corporate charitable contributions was not approved based upon the following votes:

Votes For
53,259,045
4.5%
Votes Against
1,136,717,828
95.5%
Abstentions
103,750,380
 
Broker Non-Votes
324,390,183
 

(5)
The stockholder proposal regarding lobbying was not approved based upon the following votes:

Votes For
337,251,519
27.9%
Votes Against
871,662,040
72.1%
Abstentions
84,813,694
 
Broker Non-Votes
324,390,183
 

(6)
The stockholder proposal regarding the use of corporate funds for political purposes was not approved based upon the following votes:

Votes For
44,788,286
3.6%
Votes Against
1,197,044,859
96.4%
Abstentions
51,894,108
 
Broker Non-Votes
324,390,183
 

(7)
The stockholder proposal regarding a dividend policy was not approved based upon the following votes:

Votes For
40,738,831
3.2%
Votes Against
1,225,537,812
96.8%
Abstentions
27,450,610
 
Broker Non-Votes
324,390,183
 

(8)
The stockholder proposal regarding greenhouse gas emissions was not approved based upon the following votes:

Votes For
96,444,640
8.2%
Votes Against
1,085,379,460
91.8%
Abstentions
111,903,153
 
Broker Non-Votes
324,390,183
 

(9)
The stockholder proposal regarding shale energy operations was not approved based upon the following votes:

Votes For
318,008,587
26.8%
Votes Against
870,141,217
73.2%
Abstentions
105,577,449
 
Broker Non-Votes
324,390,183
 








(10)
The stockholder proposal regarding proxy access was approved based upon the following votes:

Votes For
708,419,594
55.3%
Votes Against
571,606,250
44.7%
Abstentions
13,701,409
 
Broker Non-Votes
324,390,183
 

(11)
The stockholder proposal regarding an independent chairman was not approved based upon the following votes:

Votes For
275,719,271
21.5%
Votes Against
1,007,443,127
78.5%
Abstentions
10,564,855
 
Broker Non-Votes
324,390,183
 

(12)
The stockholder proposal regarding an independent director with environmental expertise was not approved based upon the following votes:

Votes For
235,864,957
19.9%
Votes Against
951,626,249
80.1%
Abstentions
106,236,047
 
Broker Non-Votes
324,390,183
 

(13)
The stockholder proposal regarding special meetings was not approved based upon the following votes:

Votes For
387,844,660
30.3%
Votes Against
892,392,897
69.7%
Abstentions
13,489,696
 
Broker Non-Votes
324,390,183
 


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 2, 2015
By
/S/ RICK E. HANSEN
 
 
Rick E. Hansen, 
 
 
Assistant Secretary and Managing Counsel, Corporate Governance