Current Report Filing (8-k)
February 11 2021 - 9:25AM
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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): February 11, 2021 (February 10, 2021)
ConocoPhillips
(Exact name of registrant as specified in its charter)
Delaware
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001-32395
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01-0562944
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(State or other
jurisdiction of
incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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925 N. Eldridge Parkway
Houston, Texas 77079
(Address
of principal executive offices and zip code)
Registrant’s telephone number, including area code: (281) 293-1000
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))
Securities registered
pursuant to Section 12(b) of the Act:
Title of each class
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Trading symbols
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Name of each exchange on which registered
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Common Stock, $.01 Par Value
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COP
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New York Stock Exchange
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7% Debentures due 2029
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CUSIP
– 718507BK1
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New York Stock Exchange
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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth
company ¨
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 13(a) of the Exchange Act. ¨
Item 5.02 DEPARTURE OF DIRECTORS OR
CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
ConocoPhillips announced that Kontessa S. Haynes-Welsh has been
appointed Chief Accounting Officer effective as of March 1, 2021.
Ms. Haynes-Welsh, age 46, served as Assistant Controller of
the Company since January 2020. Prior to serving as Assistant Controller, Ms. Haynes-Welsh was the Company’s Manager, Strategy,
Planning & Portfolio Management from June 2018 to December 2019. She became Manager, Finance and Performance Analysis in September
2016 and served in that role until May 2018. Ms. Haynes-Welsh previously held the position of Director, Lower 48 Strategy &
Portfolio Management from February 2016 until September 2016. There is no arrangement or understanding between Ms. Haynes-Welsh
and any other person pursuant to which Ms. Haynes-Welsh was appointed as Chief Accounting Officer. There are no family relationships
between Ms. Haynes-Welsh and any of the Company’s directors or executive officers. There have been no related party transactions
involving Ms. Haynes-Welsh (or any of her immediate family members) during the period since December 31, 2019.
Mr. Haynes-Welsh will participate in the compensation programs
described under “Compensation Discussion and Analysis” beginning on page 51 of ConocoPhillips’ Proxy Statement relating to its 2020 Annual Meeting of Stockholders, as filed with the SEC on March 30, 2020, which description is incorporated
herein by reference.
SIGNATURES
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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CONOCOPHILLIPS
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/s/ Shannon B. Kinney
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Shannon B. Kinney
Deputy General Counsel, Chief Compliance
Officer
and Corporate Secretary
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February 11, 2021
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