Avedick Poladian
Director at OXY
Board
About Avedick B. Poladian
Independent director of Occidental Petroleum since 2008; age 73; Chair of the Corporate Governance and Nominating Committee and member of the Audit and Executive Compensation Committees . Former EVP & COO of Lowe Enterprises (2002–2016) and longtime Arthur Andersen partner/Managing Partner (Pacific Southwest); CPA (inactive) with deep finance, risk, and governance expertise . Education: B.S. in Accounting, Loyola Marymount University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lowe Enterprises, Inc. | Executive Vice President & Chief Operating Officer | 2002–2016 | Oversaw HR, risk management, construction, finance, legal across firm |
| Arthur Andersen | Partner; Managing Partner, Pacific Southwest | Partner 1984; Managing Partner 1989; with firm 1974–2002 | Led audit/controls and practice management; CPA (inactive) |
| California State Board of Accountancy | Appointed member | 9 years | State oversight of accounting profession |
| Young Presidents’ Organization; CA Society of CPAs; AICPA | Member | Various | Professional affiliations in leadership and accounting |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Public Storage | Director | Current | Public company board service |
| Western Asset Funds | Director | Current | Public company board service |
| California Resources Corporation | Director | Former (within last 5 years) | Prior public board service |
| YMCA of Metropolitan Los Angeles | Director Emeritus | Current | Non-profit board role |
| USC Price School of Public Policy | Board of Advisors | Current | Academic advisory role |
| Ronald Reagan UCLA Medical Center | Board of Advisors | Current | Academic/medical advisory role |
| Loyola Marymount University | Trustee | Former | Academic governance role |
Board Governance
| Item | Details |
|---|---|
| Independence | Independent under NYSE standards; Board requires at least two-thirds independent directors (exceeds NYSE) |
| Committee assignments | Chair: Corporate Governance & Nominating; Member: Audit; Member: Executive Compensation |
| Committee meeting cadence (FY2024) | Audit: 4; Governance: 3; Executive Compensation: 3; EHS: 4; Sustainability: 3 |
| Attendance | Each director attended >85% of aggregate Board and committee meetings; Board held 7 meetings in 2024; all directors attended 2024 Annual Meeting |
| Executive sessions | Independent directors held 5 executive sessions in 2024, chaired by Independent Chairman |
| Governance responsibilities | Governance Committee reviews Corporate Governance Policies, Board/committee evaluations, non-employee director compensation, and related party transactions |
Fixed Compensation
| Component | Amount/Term | Poladian’s 2024 Actuals |
|---|---|---|
| Annual cash retainer (non-employee directors) | $125,000 (paid monthly) | $118,750 fees earned |
| Annual equity award (non-employee directors) | $225,000 (common stock or deferred stock units) | $250,026 stock awards (includes $25,000 chair equity for Governance Committee) |
| Committee chair additional equity | $25,000 per committee chaired | $25,000 (Governance Chair) included above |
| Meeting fees | None | None |
| Grant mechanics | Granted first business day after annual meeting; fair value uses NYSE closing price ($64.39 on May 3, 2024); awards in whole shares; directors can elect common stock or deferred stock units |
Notes:
- Non-employee directors do not receive option awards, non-equity incentives, or retirement plans .
- All Other Compensation: eligible for Matching Gift Program up to $7,500; reimbursements for board-related travel; some “All Other” amounts included spousal travel in 2024 (program-level disclosure) .
Performance Compensation
| Performance-linked element | Status | Terms |
|---|---|---|
| Stock options | Not provided to non-employee directors | N/A |
| Non-equity incentives | Not provided to non-employee directors | N/A |
| Equity award performance metrics | None; awards are fully vested at grant with transfer/settlement restrictions (common stock or deferred units) | 50% transferable/payable at earlier of 3rd anniversary or separation; remaining 50% at separation; change-in-control accelerates transfer/payment |
Other Directorships & Interlocks
- Current public boards: Public Storage; Western Asset Funds .
- Prior five-year board: California Resources Corporation .
- Related party oversight: Governance Committee (chaired by Poladian) administers Related Party Transactions Policy; in 2024 approved Berkshire JV with TerraLithium (approx. $75 million capital contributions) and reported a family employment case; no Poladian-specific transactions disclosed .
Expertise & Qualifications
- Core competencies: Corporate Governance; Executive Compensation; Finance/Capital Markets; Financial Reporting/Accounting; Government/Legal & Regulatory; Risk Management; Technology/Cyber Security .
- Audit committee financial expertise: Board determined all Audit Committee members are “audit committee financial experts” (Poladian is a member) .
Equity Ownership
| Metric | Amount |
|---|---|
| Common stock (includes restricted/deferred units subject to sale/transfer restrictions) | 74,657; of which 38,123 are restricted/deferred units included in common stock count |
| Warrants exercisable within 60 days | 9,327 |
| Options exercisable within 60 days | — |
| Total beneficial ownership | 83,984 shares |
| % of outstanding common stock | <1% |
| Stock ownership guideline | 6x annual cash retainer; holding requirement until guideline met; as of March 1, 2025, all non-employee directors were in compliance or on track |
| Hedging/pledging policy | Directors not permitted to engage in hedging/derivative transactions; dividend equivalents on unvested performance awards not paid (program-level disclosure) |
Governance Assessment
- Strengths: Long-tenured independent director with deep financial reporting, audit, and governance experience; chairs Governance Committee that oversees board evaluations, related party transactions, and director pay; serves on Audit and Executive Compensation, aligning oversight of financial integrity and pay design . High attendance and robust independent board practices (independent chair, majority voting, annual strategy session, strong stock ownership guidelines) support board effectiveness .
- Alignment signals: Majority of director pay delivered in equity with multi-year transfer/settlement restrictions; ownership guideline at 6x retainer with explicit holding requirements; no options or non-equity incentives for directors .
- Conflicts/Red flags: No Poladian-specific related party transactions disclosed; Governance Committee actively reviews RPTs, and 2024 RPTs did not involve directors personally beyond Berkshire’s >5% ownership JV involvement . Tenure since 2008 may raise refreshment scrutiny, but board maintains tenure policy to keep average ≤10 years and has rotated ~80% of committee chairs in past five years .
Overall, Poladian’s finance/accounting background and governance leadership, combined with committee roles across Audit and Executive Compensation, bolster board oversight quality and investor confidence; compensation and ownership structures for directors emphasize long-term alignment and limit risk-taking incentives .