Exxon Mobil Corporation (XOM) Events

Filings that contain financial statements

• 8-K, accession 0000034088-25-000059 (filed October 31, 2025; event date October 31, 2025), furnishes the third-quarter 2025 news release (Exhibit 99.1) and the 3Q25 Investor Relations Data Summary (Exhibit 99.2), with results tables for the quarter and year-to-date period ended September 30, 2025.
• 8-K, accession 0000034088-26-000033 (filed January 30, 2026; event date January 30, 2026), furnishes the fourth-quarter/full-year 2025 news release (Exhibit 99.1) and the 4Q25 Investor Relations Data Summary (Exhibit 99.2), with results tables for the quarter and full year ended December 31, 2025.
• 8-K, accession 0000034088-26-000065 (filed May 1, 2026; event date May 1, 2026), furnishes the first-quarter 2026 news release (Exhibit 99.1) and the 1Q26 Investor Relations Data Summary (Exhibit 99.2), with results tables for the quarter ended March 31, 2026, plus a companion Exhibit 99.2 filed with the April 8, 2026 8-K (accession 0000034088-26-000056) quantifying the estimated earnings impact of Middle East supply disruptions on the same quarter.

Redomiciliation from New Jersey to Texas

The most significant corporate-structure event of the period is ExxonMobil's move of its state of incorporation from New Jersey to Texas, executed as a holding-company merger rather than a simple charter amendment.

• April 8, 2026 (definitive proxy statement on Schedule 14A, as described in the Explanatory Note to 8-K accession 0001193125-26-291986), ExxonMobil entered into an Agreement and Plan of Merger among Exxon Mobil Corporation, ExxonMobil Holdings Corporation (a Texas corporation), and Ensign LLC (a Texas limited liability company), providing for a "redomiciliation" reorganization. The merger agreement was filed as Annex A to the definitive proxy statement filed with the Commission that same day.
• May 27, 2026 (8-K, accession 0000034088-26-000078), At the Annual Meeting of Shareholders, holders voted 71.2% in favor (28.8% against) of the Texas Redomiciliation proposal, on turnout of 87.8% of the 4,144,455,560 shares outstanding as of the April 1, 2026 record date. The same meeting re-elected all twelve director nominees, ratified the independent auditor (96.4% for), approved the advisory "say-on-pay" vote (92.9% for), and defeated shareholder proposals for an independent board chair (84.8% against) and a change to the company's Voluntary Retail Voting Program (76.5% against).
• May 27, 2026 (8-K, accession 0001193125-26-291986, Item 5.03 and Exhibits 3(i)/3(ii)), The ExxonMobil charter and by-laws were amended that day in connection with the merger, the charter's authorized common shares were reduced from nine billion to 100 shares, and the by-laws were amended to set board size at three to five directors, with the restated charter and by-laws effective July 1, 2026.
• July 1, 2026 (8-K, accession 0001193125-26-291986), The redomiciliation merger became effective. Each outstanding share of Exxon Mobil Corporation common stock (a New Jersey corporation) was automatically exchanged for one share of ExxonMobil Holdings Corporation common stock (a Texas corporation), which became the new NYSE-listed parent; ExxonMobil Holdings Corporation is the deemed successor registrant under Exchange Act Rule 12g-3(a). Trading of the legacy ExxonMobil Common Stock was suspended after the close of business on July 1, 2026, with ExxonMobil Holdings Corporation shares expected to begin trading under the same "XOM" ticker on July 2, 2026; the NYSE was expected to file a Form 25 to delist and deregister the prior share class. All outstanding equity awards converted into equivalent awards of the new parent on the same terms. In connection with the merger, twelve ExxonMobil directors (including Chairman and CEO Darren W. Woods) resigned as directors of the New Jersey entity, which was replaced as a subsidiary board by Neil A. Chapman, Neil A. Hansen, and Jack P. Williams, Jr.; James R. Chapman and Susan E. Buchanan were named President/Treasurer and Vice President/Controller, respectively, of the subsidiary. ExxonMobil Holdings Corporation, through a second supplemental indenture with Deutsche Bank Trust Company Americas, fully and unconditionally guaranteed the outstanding notes for which Exxon Mobil Corporation (the New Jersey entity, now a subsidiary) remains the primary obligor.

Earnings and dividends

• October 31, 2025 (8-K, accession 0000034088-25-000059), Third-quarter 2025 earnings of $7.5 billion ($1.76/share diluted), up from $7.1 billion in the second quarter; earnings excluding identified items were $8.1 billion ($1.88/share). Cash flow from operations was $14.8 billion and free cash flow $6.3 billion. Shareholder distributions totaled $9.4 billion ($4.2 billion dividends, $5.1 billion buybacks). The board raised the fourth-quarter dividend 4% to $1.03 per share, payable December 10, 2025.
• January 30, 2026 (8-K, accession 0000034088-26-000033), Fourth-quarter 2025 earnings of $6.5 billion ($1.53/share); full-year 2025 earnings of $28.8 billion ($6.70/share GAAP, $6.99 excluding identified items), versus $33.7 billion in 2024. Full-year cash flow from operations was $52.0 billion; full-year shareholder distributions were $37.2 billion ($17.2 billion dividends, $20.0 billion buybacks). The board declared a first-quarter 2026 dividend of $1.03 per share (unchanged from the prior quarter's raised rate), payable March 10, 2026, marking the company's 43rd consecutive year of annual dividend-per-share growth.
• May 1, 2026 (8-K, accession 0000034088-26-000065), First-quarter 2026 earnings of $4.2 billion ($1.00/share), down from $7.7 billion in the first quarter of 2025 and $6.5 billion in the fourth quarter of 2025. Earnings excluding an identified item and unfavorable estimated timing effects were $8.8 billion ($2.09/share), see the Middle East disruption item below for the drivers of the gap between GAAP and adjusted results. Cash flow from operations was $8.7 billion ($13.8 billion excluding derivative margin postings). Shareholder distributions were $9.2 billion ($4.3 billion dividends, $4.9 billion buybacks). The board declared a second-quarter 2026 dividend of $1.03 per share, payable June 10, 2026.

Middle East supply disruption (first-quarter 2026)

• October 6, 2025 (8-K, accession 0000034088-25-000055) and companion pre-earnings "Earnings Considerations" filings ahead of the October 31, 2025 and January 30, 2026 releases were routine and did not flag unusual items beyond normal quarterly market-factor guidance.
• April 8, 2026 (8-K, accession 0000034088-26-000056), Furnished under Item 7.01, with Exhibit 99.1 ("1Q26 Earnings Considerations," ExxonMobil's routine pre-earnings market-factor guidance) and Exhibit 99.2, a dedicated disclosure on the impact of the Middle East conflict. Beginning in March 2026, attacks damaged two Qatari LNG trains in which ExxonMobil holds an ownership interest (accounting for roughly 3% of 2025 Upstream production), and other Middle East disruptions, including at UAE assets such as Upper Zakum, were expected to cut first-quarter global oil-equivalent production by approximately 6% versus the fourth quarter of 2025 and global refining/chemical throughput by approximately 2%. The company said it could not yet estimate a repair timeline for the damaged LNG trains pending an on-site assessment. Supply disruptions also prevented physical delivery under several financial hedges, isolated as a $0.6–$0.8 billion negative identified item, on top of $3.5–$4.9 billion of unfavorable timing effects tied to the sharp rise in commodity prices between year-end 2025 and March 31, 2026 (roughly $0.93/share at the midpoint). The same filing noted that Golden Pass LNG (ExxonMobil's joint venture with QatarEnergy) achieved first LNG production from Train 1 on March 30, 2026, and that the company was increasing Permian production toward 1.8 million oil-equivalent barrels per day in 2026 to help offset the disruption.
• May 1, 2026 (8-K, accession 0000034088-26-000065), The first-quarter 2026 earnings release confirmed the effects described above: reported GAAP earnings of $4.2 billion versus $8.8 billion excluding the identified item and estimated timing effects, with management citing the Middle East conflict as the primary driver of the gap, alongside record Guyana production and the Golden Pass LNG start-up as offsetting positives.

Capital markets activity

• November 13, 2025 (8-K, accession 0001193125-25-279379), ExxonMobil entered into an underwriting agreement (November 7, 2025) for $111,949,000 aggregate principal amount of Floating Rate Notes due 2075, issued under its existing 2014 indenture (as supplemented) and 2023 shelf registration.
• March 31, 2026 (8-K, accession 0001193125-26-134838), ExxonMobil entered into an underwriting agreement (March 26, 2026) for $169,312,000 aggregate principal amount of Floating Rate Notes due 2076, issued under the same 2014 indenture and a shelf registration filed February 18, 2026.

Board and management changes

• November 3, 2025 (8-K, accession 0000034088-25-000063), The board elected Greg C. Garland as a new non-employee director, effective November 3, 2025, to serve on the Audit and Finance Committees.
• December 9, 2025 (8-K, accession 0000034088-25-000122), Chief Financial Officer Kathryn A. Mikells announced her retirement, effective February 1, 2026, citing a non-life-threatening health issue requiring a series of procedures and surgeries. The board elected Neil A. Hansen, previously President of ExxonMobil Global Business Solutions, as Senior Vice President and CFO, effective the same date, at an annual base salary of $1.02 million.
• February 20, 2026 (8-K, accession 0000034088-26-000047), Director Jeffrey W. Ubben announced he would not stand for re-election at the May 27, 2026 annual meeting, for reasons described as unrelated to the company; he remained on the board through the meeting.
• May 4, 2026 (8-K, accession 0000034088-26-000069), Vice President, Controller and Tax (and principal accounting officer) Len M. Fox announced his retirement effective July 1, 2026. The board elected Susan E. Buchanan, previously President of ExxonMobil Global Business Solutions, as Vice President and Chief Accounting Officer, effective the same date.
• July 1, 2026 (8-K, accession 0001193125-26-291986), As part of the Texas redomiciliation described above, the ExxonMobil (New Jersey) board was reconstituted with Neil A. Chapman, Neil A. Hansen, and Jack P. Williams, Jr. as directors, and James R. Chapman (President, Treasurer) and Susan E. Buchanan (Vice President, Controller) as its officers, following the twelve prior directors' resignations from that entity.

Corporate plan disclosure

• November 18, 2025 (8-K, accession 0000034088-25-000074), ExxonMobil announced it would release its Corporate Plan, including capital plans through 2030, on December 9, 2025, with a live broadcast and analyst Q&A session. No further 8-K disclosed the plan's contents beyond this scheduling notice.