Board Statement on Incentive Compensation in Case of Restatement
In keeping with the long-term nature of ExxonMobil's business, ExxonMobil's incentive programs reward primarily the creation of long-term shareholder value.
Our incentive programs also place a substantial portion of an executive officer's compensation at risk of forfeiture in the event of detrimental activity.
ExxonMobil's compensation structure, together with our strong culture of business integrity and systems of internal control, make it highly unlikely that incentive compensation would be paid to an executive officer on the basis of overstated results. However, should the Corporation's reported financial or operating results be subject to a material negative restatement within 5 years, the Board would seek to obtain from each executive officer an amount corresponding to any incentive award or portion thereof that the Board determines would not have been granted or paid had the Corporation's results as originally reported been equal to the Corporation's results as subsequently restated. Subject to applicable law, the Board would seek such amount by requiring the executive officer to pay such amount to the Corporation; by set-off; by reducing future compensation; or by such other means or combination of means as the Board determines to be appropriate.
October 31, 2007