Current Report Filing (8-k)
January 17 2017 - 4:38PM
Edgar (US Regulatory)
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): January 16, 2017
Exxon Mobil Corporation
(Exact name of
registrant as specified in its charter)
New Jersey
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1-2256
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13-5409005
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(State or other
jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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5959 LAS COLINAS BOULEVARD, IRVING, TEXAS 75039-2298
(Address of
principal executive offices) (Zip
Code)
Registrant’s
telephone number, including area code:
(972)
444-1000
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(Former name or
former address, if changed since last report)
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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:
[ ] Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
[ ] Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 3.02 Unregistered
Sales of Securities
On January 16, 2017, an
affiliate of the Corporation entered into a Purchase and Sale Agreement (PSA)
to acquire companies owned by the Bass family of Fort Worth, Texas, that
indirectly own certain oil and gas properties in the Permian Basin and certain
additional properties and related assets in exchange for issuance to the
sellers of shares of Exxon Mobil Corporation Common Stock having an aggregate
value at the time of closing of $5.6 billion, together with additional contingent
cash payments tied to future drilling and completion activities (up to a
maximum of $1.02 billion). The number of shares of the Corporation’s common
stock for this purpose will be determined based on the Corporation’s
volume-weighted average trading price over a 10-day period ending on the third
trading date immediately preceding the closing date. The transaction is
currently expected to close on or about February 28, 2017. As of January 16,
2017, the number of shares issuable in connection with the transaction would
have been approximately 63 million. The sale of shares under the PSA has been
structured as a private placement solely to accredited investors and therefore
the Corporation is relying on the exemption from registration provided by Section
4(a)(2) of the Securities Act of 1933.
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.
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EXXON MOBIL CORPORATION
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Date:
January 17, 2017
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By:
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/s/ DAVID S. ROSENTHAL
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David S. Rosenthal
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Vice President and Controller
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(Principal Accounting Officer)
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