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# Occidental Petroleum (OXY): Recent Events ## Filings that contain financial statements Occidental furnishes full earnings-release schedules (summary highlights, consolidated condensed statements of operations, balance sheets and statements of cash flows, production and price tables) as Exhibit 99.1 to its Form 8-K earnings filings. These are useful for tracing quarterly figures to a source filing. - Form 8-K filed August 5, 2026, accession 0001628280-26-053377: Exhibit 99.1, quarter ended June 30, 2026 (statements of operations, balance sheets, cash flows, with 2025 and first-quarter 2026 comparatives). - Form 8-K filed May 5, 2026, accession 0001628280-26-030567: Exhibit 99.1, quarter ended March 31, 2026 (same schedules). - Form 8-K filed February 18, 2026, accession 0001628280-26-009054: Exhibit 99.1, quarter and year ended December 31, 2025 (same schedules). - Form 8-K filed November 10, 2025, accession 0001628280-25-051056: Exhibit 99.1, quarter ended September 30, 2025 (same schedules). - Form 8-K filed January 2, 2026, accession 0001628280-26-000153: Exhibit 99.2, unaudited pro forma condensed consolidated statements of operations (nine months ended September 30, 2025, and years ended December 31, 2024, 2023 and 2022) and pro forma balance sheet as of September 30, 2025, giving effect to the OxyChem sale. ## Divestiture of OxyChem to Berkshire Hathaway (signed October 2025, closed January 2026) - **October 1, 2025 (reported October 3, 2025), signed:** Two wholly-owned indirect subsidiaries of Occidental entered into a purchase and sale agreement with Berkshire Hathaway Inc. to sell all equity interests in Occidental Chemical Corporation, which holds the OxyChem chemical business, for $9.7 billion in cash, subject to customary adjustments. Closing required Hart-Scott-Rodino expiry and other regulatory approvals. Accession 0001140361-25-037234. - **January 2, 2026, closed:** Occidental "completed the Divestiture for $9.7 billion in cash, subject to customary purchase price adjustments." A subsidiary retained OxyChem's legacy tort claims and environmental liabilities primarily tied to historical operations outside the footprint of the facilities sold, and Occidental expects to spend remediation funds over many years. Accession 0001628280-26-000153. - The fourth-quarter 2025 release states the sale was completed January 2, 2026 and that debt had been reduced by $5.8 billion since mid-December 2025, bringing principal debt to $15.0 billion (accession 0001628280-26-009054). The first-quarter 2026 release attributes the gap between reported and adjusted income mainly to the gain on the OxyChem sale within discontinued operations (accession 0001628280-26-030567). ## Debt reduction and tender offers - **Principal debt trajectory (company-stated):** $20.8 billion after the third quarter of 2025 (accession 0001628280-25-051056); $15.0 billion at the time of the fourth-quarter release (accession 0001628280-26-009054); $13.3 billion as of May 5, 2026, with $7.1 billion repaid through that date (accession 0001628280-26-030567); $11.8 billion after a $1.9 billion reduction in the second quarter of 2026, described as advancing toward a $10.0 billion milestone (accession 0001628280-26-053377). - **February 19, 2026:** Occidental launched cash tender offers and consent solicitations for its Zero Coupon Senior Notes due 2036, 6.125% Senior Notes due 2031, 6.625% Senior Notes due 2030, 7.200% Debentures due 2029 and 7.950% Debentures due 2029, initially capped at $700.0 million aggregate principal (with a $58.0 million sub-cap on the 2036 notes), to be funded with cash on hand including proceeds from the January 2, 2026 OxyChem closing. Accession 0000950157-26-000166. - **March 5, 2026 (8-K filed March 9, 2026):** Early tender results, with the cap increased. Accepted at the early tender time: $21.5 million of the 2036 notes, $843.3 million of the 6.125% 2031 notes (all tendered), and $335.2 million of the 6.625% 2030 notes (28.7% proration of $1,166.5 million tendered); none of the 2029 debentures were accepted. Early settlement was March 9, 2026. Total consideration per $1,000 principal amount was $612.42 (2036), $1,069.83 (2031) and $1,086.83 (2030). On March 9, 2026 a Fifth Supplemental Indenture became operative for the 6.125% 2031 notes, removing certain covenants and shortening the minimum redemption notice to 5 business days. Accession 0000950157-26-000265. - Final tender-offer results (after the March 19, 2026 expiration) are not reported in the 8-Ks reviewed. The first-quarter 2026 release cites early debt redemption premiums as an item affecting comparability (early debt extinguishment of $237 million pre-tax in the first quarter). ## Earnings releases - **Second quarter 2026 (August 5, 2026), accession 0001628280-26-053377:** Net income attributable to common stockholders $2.8 billion, diluted EPS $2.75; adjusted EPS from continuing operations $2.40. Operating cash flow from continuing operations $5.1 billion ($4.6 billion before working capital); free cash flow before working capital $3.0 billion, the highest since the third quarter of 2022, on capital expenditures of $1.6 billion. Production 1,433 Mboed, above the high end of guidance. Average realized worldwide oil price $96.78 per barrel (up 38% from the prior quarter); WTI averaged $92.79 and Brent $97.06. Domestic realized gas price was negative $1.48 per Mcf. Oil and gas pre-tax income $2.8 billion; midstream and marketing pre-tax income $1.3 billion (prior quarter: loss of $87 million). Quarterly dividend raised by an additional 8% this year to $0.28 per share, payable October 15, 2026 to holders of record September 10, 2026. - **First quarter 2026 (May 5, 2026), accession 0001628280-26-030567:** Net income to common $3.2 billion, diluted EPS $3.13; adjusted EPS from continuing operations $1.06. Operating cash flow from continuing operations $1.4 billion after a $1.8 billion working-capital use; $3.2 billion before working capital. Production 1,426 Mboed, above the high end of guidance. Free cash flow before working capital $1.7 billion on capital expenditures of $1.6 billion. - **Fourth quarter 2025 (February 18, 2026), accession 0001628280-26-009054:** Net loss to common of $68 million ($0.07 per diluted share); adjusted income $315 million ($0.31 per diluted share) as reported in that release. The gap was mainly charges and transaction costs related to the OxyChem sale. Production 1,481 Mboed, above the high end of guidance. Quarterly dividend raised by more than 8% to $0.26 per share, payable April 15, 2026. Year-end 2025 proved reserves 4.6 billion BOE, all-in reserves replacement 98%, organic 107%. - **Third quarter 2025 (November 10, 2025), accession 0001628280-25-051056:** Net income to common $661 million ($0.65 per diluted share); adjusted $649 million ($0.64 per diluted share) as reported in that release. Production 1,465 Mboed; operating cash flow $2.8 billion; $1.3 billion of debt repaid in the quarter, bringing principal debt to $20.8 billion. ## Pre-earnings considerations (Form 8-K, Item 2.02) Occidental furnishes a short list of items management expects to affect the coming quarter's results shortly before each earnings release. - **October 13, 2026 (third quarter 2026), accession 0001628280-26-065586:** In September, Occidental temporarily curtailed production at certain Gulf of America facilities because of a third-party gas pipeline constraint and maintenance; production was partially restored, with the rest expected back as the constraint is resolved. Total company production for the quarter is within guidance. Gulf of America net sales volumes 110 Mboed; domestic lease operating cost $8.54 per boe; average diluted shares 1,012.8 million; crude oil collar settlements reduced operating cash flow before working capital by $94 million; average realized worldwide oil price $85.91 per barrel. - **July 10, 2026 (second quarter 2026), accession 0001628280-26-047886:** Average diluted shares 1,012.2 million; crude oil collar settlements reduced operating cash flow before working capital by $156 million; realized worldwide oil price $96.78 per barrel. - **April 10, 2026 (first quarter 2026), accession 0001628280-26-024581:** Average diluted shares 1,006.9 million; realized worldwide oil price $69.91 per barrel. - Similar notices were filed January 20, 2026 (accession 0001628280-26-002483) and October 10, 2025 (accession 0001628280-25-044718) ahead of the fourth and third quarter 2025 releases. ## Management changes - **October 1, 2025 (8-K filed October 3, 2025):** Board promoted Richard A. Jackson to Chief Operating Officer, effective immediately; base salary raised to $925,000. Accession 0001140361-25-037245. - **April 30, 2026 (8-K filed May 4, 2026):** CEO Vicki Hollub informed the Board of her decision to retire as President and CEO effective June 1, 2026; the Board unanimously appointed Richard A. Jackson, 50, as President, CEO and director from that date. Hollub remains a director. Jackson's base salary rises to $1,400,000, target annual cash incentive to 150% of base, with a $6,000,000 restricted stock unit grant vesting over three years. Accession 0000950157-26-000569. - **May 1, 2026 annual meeting (same 8-K):** All ten director nominees were elected, and the advisory vote on executive compensation was approved with 94.34% of votes cast in favor. Accession 0000950157-26-000569. ## Not reflected in the 8-Ks reviewed - No 8-K reports the final results of the February 2026 tender offers after the early settlement. - No Form 8-K reports a new acquisition or merger agreement; the OxyChem sale is the only acquisition or divestiture reported on Form 8-K, and it is closed. - The Q2 2026 Form 10-Q (accession 0001628280-26-053388, Note 4) reports, outside any 8-K, that during the second quarter of 2026 the company divested non-core operated and non-operated leasehold interests and certain processing plants in the Permian Basin, recording a $230 million loss for the first six months of 2026, primarily on the processing plants.