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These excerpts taken from the CVX DEF 14A filed Apr 13, 2009. Item 1—Election of Directors Each outstanding share of Chevron common stock is entitled to one vote for each of the Director nominees named in this Proxy Statement. Each Director nominee who receives a majority of the votes cast (number of shares voted “for” a Director nominee must exceed the number of shares voted “against” that Director nominee, excluding abstentions) will be elected a Director, provided that if the number of Director nominees exceeds the number of Directors to be elected, the Directors shall be elected by a plurality of the shares present in person or by proxy at the Annual Meeting or any adjournment thereof and entitled to vote on the election of Directors. If you do not wish your shares to be voted with respect to a particular Director nominee, you may “abstain” by so indicating in the space provided on the proxy form or abstain as prompted during the telephone or Internet voting instructions. Under Chevron’s By-Laws, in an uncontested election any current Director who receives more “against” votes than “for” votes must submit an offer of resignation to the Board Nominating and Governance Committee. The Committee must then consider all relevant facts, including the Director’s qualifications and past and expected future contributions, the overall composition of the Board, and whether Chevron would meet regulatory or similar requirements without the Director, and make a recommendation to the Board on what action to take with respect to the offer of resignation.
3
Table of ContentsGeneral Information (Continued)
If you are a street name stockholder and do not vote your shares, your bank, broker or other holder of record can vote your shares at its discretion on the election of Directors.
Your Board is nominating 14 individuals named in this or as prompted during the telephone or Internet voting instructions. Directors are elected annually and serve for a one-year term and until their successors are elected. If any nominee is unable to serve as a Director, which we do not anticipate, the Board by resolution may reduce the number of Directors or choose a substitute. These excerpts taken from the CVX DEF 14A filed Apr 17, 2008. Item 1—Election of Directors Each outstanding share of Chevron common stock is entitled to one vote for each of the Director nominees. Each Director nominee who receives a majority of the votes cast (number of shares voted "for" a Director nominee must exceed the number of votes cast "against" that Director nominee, excluding abstentions) will be elected a Director, provided that if the number of Director nominees exceeds the number of Directors to be elected (a situation we do not anticipate), the Directors shall be elected by a plurality of the shares present in person or by proxy at any such meeting and entitled to vote on the election of Directors. If you do not wish your shares to be voted with respect to a particular Director nominee, you may "abstain" by so indicating in the space provided on the proxy form or abstain as prompted during the telephone or Internet voting instructions. Under Chevron's By-Laws, in an uncontested election any current Director who receives more "against" votes than "for" votes must submit an offer of resignation to the Board Nominating and Governance Committee, which must consider all relevant facts, including the Director's qualifications and past and expected future contributions, the overall composition of the Board, and whether Chevron would meet regulatory requirements without the Director and make a recommendation to the Board on what action to take with respect to the offer of resignation. Item 1—Election of Directors Each outstanding share of Chevron common stock is entitled to one vote for each of the Director nominees. Each Director nominee who receives a majority of the votes cast These excerpts taken from the CVX PRE 14A filed Apr 1, 2008. Item 1—Election of Directors Each outstanding share of Chevron common stock is entitled to one vote for each of the Director nominees. Each Director nominee who receives a majority of the votes cast (number of shares voted "for" a Director nominee must exceed the number of votes cast "against" that Director nominee, excluding abstentions) will be elected a Director, provided that if the number of Director nominees exceeds the number of Directors to be elected (a situation we do not anticipate), the Directors shall be elected by a plurality of the shares present in person or by proxy at any such meeting and entitled to vote on the election of Directors. If you do not wish your shares to be voted with respect to a particular Director nominee, you may "abstain" by so indicating in the space provided on the proxy form or abstain as prompted during the telephone or Internet voting instructions. Under Chevron's By-Laws, in an uncontested election any current Director who receives more "against" votes than "for" votes must submit an offer of resignation to the Board Nominating and Governance Committee, which must consider all relevant facts, including the Director's qualifications and past and expected future contributions, the overall composition of the Board, and whether Chevron would meet regulatory requirements without the Director and make a recommendation to the Board on what action to take with respect to the offer of resignation. Item 1—Election of Directors Each outstanding share of Chevron common stock is entitled to one vote for each of the Director nominees. Each Director nominee who receives a majority of the votes cast This excerpt taken from the CVX DEF 14A filed Mar 19, 2007. Election of Directors
(Concluded)
Prior Positions Held: Dr. Sugar was President and Chief
Operating Officer of Northrop Grumman Corporation from 2001
until 2003. He was President and Chief Operating Officer of
Litton Industries, Inc., from 2000 until 2001. He was previously
President and Chief Operating Officer of TRW Aerospace and
Information Systems.
Public Company Directorships: Northrop Grumman Corporation.
Other Directorships and Memberships: Aerospace Industries
Association; Boys & Girls Clubs of America; Los Angeles
Philharmonic Association; National Academy of Engineering; Pearl
Harbor Memorial Fund; Royal Aeronautical Society; University of
Southern California.
Prior Positions Held: Mr. Ware was a Senior Advisor to the
CEO of The
Coca-Cola
Company from 2003 until 2005 and was an Executive
Vice-President, Global Public Affairs and Administration from
2000 until 2003. He was President of The
Coca-Cola
Company’s Africa Group, with operational responsibility for
50 countries in
sub-Saharan
Africa from 1991 until 2000.
Public Company Directorships:
Coca-Cola
Bottling Co. Consolidated; Cummins Inc.
Other Directorships and Memberships: Atlanta Falcons; Board of
Trustees of Clark Atlanta University; PGA TOUR Golf Course
Properties, Inc.
Table of Contents
This excerpt taken from the CVX DEF 14A filed Mar 21, 2005. Item 1—Election of Directors
Each outstanding share of ChevronTexaco Stock is entitled to one vote for as many separate nominees as there are Directors to be elected. The nominees who receive the most votes for the number of positions to be filled are elected Directors. If you do not wish your shares to be voted for a particular nominee, you may so indicate in the space provided on the proxy form or withhold authority as prompted during the telephone or Internet voting instructions.
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