Post-effective Amendment to an Automatic Shelf Registration of Form S-3asr or Form F-3asr (posasr)
September 07 2017 - 11:22AM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on September 7, 2017.
Registration No. 333-216304
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective
Amendment No. 1
to
FORM
S-3
REGISTRATION STATEMENT
UNDER
THE
SECURITIES ACT OF 1933
Exxon Mobil Corporation
(Exact Name of Registrant as Specified in Its Charter)
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New Jersey
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13-5409005
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(State or Other Jurisdiction of
Incorporation or Organization)
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(I.R.S. Employer
Identification Number)
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5959 Las Colinas Boulevard
Irving, Texas, 75039-2298
(972)
444-1000
(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrants Principal Executive Offices)
Robert N.
Schleckser
Vice President and Treasurer
Exxon Mobil Corporation
5959 Las Colinas Boulevard
Irving, Texas 75039-2298
(972)
444-1000
(Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent For Service)
Copy to:
Michael Kaplan
Byron B. Rooney
Davis
Polk & Wardwell LLP
450 Lexington Avenue
New York, New York 10017
(212)
450-4000
Approximate
date of commencement of proposed sale to the public
: From time to time after the effective date of this registration statement.
If the
only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, check the following box. ☐
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the
Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. ☒
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following
box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a post- effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the
Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If
this Form is a registration statement pursuant to General Instruction I.D. or a post- effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following
box. ☒
If this Form is a post- effective amendment to a registration statement filed pursuant to General Instruction I.D.
filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box. ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-
accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of large accelerated filer, accelerated filer, smaller reporting company and emerging growth company in
Rule 12b-2 of the Exchange Act. (Check one):
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Large accelerated filer
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☒
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Accelerated filer
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☐
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Non-accelerated filer
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☐ (Do not check if a smaller reporting company)
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Smaller reporting company
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☐
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Emerging growth company
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☐
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended
transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
EXPLANATORY NOTE
DEREGISTRATION OF SECURITIES AND WITHDRAWAL OF REGISTRATION STATEMENT
This Post-Effective Amendment No. 1 relates to the Registration Statement on
Form S-3
(File
No. 333-216304), registering shares of common stock, without par value, of Exxon Mobil Corporation, a company incorporated under the laws of New Jersey (the Registrant), held by certain selling stockholders, which was filed with the
Securities and Exchange Commission and became effective on February 28, 2017 (the Registration Statement).
In accordance with the
Registrants undertaking in Part II, Item 17(a)(3) of the Registration Statement, the Registrant is deregistering by means of this post-effective amendment any shares remaining unsold under the Registration Statement. The Registrant is seeking
to discontinue the effectiveness of the Registration Statement and deregister all such shares that remain unsold because the Registrants obligation to keep the Registration Statement effective has expired.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that
it meets all of the requirements for filing on Form
S-3
and has duly caused this post-effective amendment to the registration statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Irving, Texas, on September 7, 2017.
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Exxon Mobil Corporation
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By:
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/s/ Darren W. Woods
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Name: Darren W. Woods
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Title: Chairman of the Board
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Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has
been signed below by the following persons in the capacities and on the date set forth above.
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Signature
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Title
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*
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Chairman of the Board
(Principal Executive Officer)
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Darren W. Woods
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*
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Director
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Susan K. Avery
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*
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Director
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Michael J. Boskin
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*
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Director
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Angela F. Braly
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*
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Director
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Ursula M. Burns
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*
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Director
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Henrietta H. Fore
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*
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Director
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Kenneth C. Frazier
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*
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Director
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Douglas R. Oberhelman
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*
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Director
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Samuel J. Palmisano
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Director
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Steven S Reinemund
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Director
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William C. Weldon
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Senior Vice President
(Principal Financial Officer)
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Andrew P. Swiger
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Vice President and Controller
(Principal Accounting Officer)
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David S. Rosenthal
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*By:
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/s/ Richard C. Vint
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Richard C. Vint
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Attorney-in-Fact
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II-2
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