Claire O’Neill
Director at OXY
Board
About Claire O’Neill
Claire O’Neill, age 60, is an independent director of Occidental Petroleum (OXY) since 2023, serving on the Corporate Governance and Nominating Committee and the Sustainability and Shareholder Engagement Committee . She previously served as a UK Member of Parliament (2010–2019) and Minister of State for Energy and Clean Growth, and was COP26 President‑Designate (2019–2020) . O’Neill holds a BA in Geography from Oxford (Brasenose) and an MBA from Harvard Business School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| UK Government | Member of Parliament (Devizes); Government Whip; Minister for Rail; Minister of State for Energy and Clean Growth | 2010–2019 | Led UK’s successful COP26 hosting bid; policy experience in energy & climate |
| COP26 (UK Govt) | President‑Designate | Jul 2019–Feb 2020 | International climate diplomacy |
| WBCSD | Managing Director, Climate & Energy | Aug 2020–Dec 2021 | Corporate sustainability strategy |
| Scottish Power | Executive Board Director; Audit Committee Member | Mar 2022–Jan 2023 | Oversight of audit and governance |
External Roles
| Organization | Role | Status |
|---|---|---|
| Singapore Stock Exchange | Director | Current |
| Climate Impact Exchange | Board Chair | Current |
| WBCSD | Co‑Chair, Imperatives Advisory Board | Current |
| McKinsey & Company | Senior Global Advisor | Current |
| Hysata | Global Advisor | Current |
| International Sustainability Council: NEOM | Member | Current |
| Royal Geographical Society; Oxford Smith School | Fellow; Business Fellow | Current |
Board Governance
- Independence: Independent under NYSE standards .
- Committee assignments: Corporate Governance and Nominating; Sustainability & Shareholder Engagement .
- Committee meeting cadence (FY2024): Governance (3); Sustainability (3) .
- Board attendance: Each director attended >85% of aggregate Board and committee meetings; all directors attended the 2024 Annual Meeting .
- Executive sessions: Independent directors held five executive sessions in 2024; chaired by the Independent Chairman .
- Governance policies: Independent Chairman; committees entirely independent; director stock ownership guideline of 6x annual cash retainer with holding requirement .
Fixed Compensation
| Component | Program Terms | Claire O’Neill (2024 Actual) |
|---|---|---|
| Annual cash retainer | $125,000 for non‑employee directors; $155,000 for Chairman | $118,750 (reflects timing/proration as disclosed) |
| Meeting fees | None | None |
| Committee chair fees | Additional $25,000 equity per committee chaired | Not applicable (not a chair) |
| Other compensation | Matching Gift Program up to $7,500; expense reimbursement (travel, etc.) | As applicable under program |
Performance Compensation
| Component | Amount/Terms | Notes |
|---|---|---|
| Annual equity award | $225,000 for non‑employee directors (granted first business day after annual meeting) | O’Neill 2024 stock award grant‑date fair value: $225,043 |
| Form of award | Director election: common stock or deferred stock units (DSUs) | O’Neill elected DSUs in 2024 |
| Transfer/settlement restrictions | Common stock: fully vested; 50% transferable at earlier of 3‑year anniversary or separation; remaining 50% at separation; accelerates on certain change‑in‑control | DSUs: fully vested; 50% payable at earlier of 3‑year anniversary or separation; remaining 50% at separation; accelerates on certain change‑in‑control |
| Grant pricing reference | 2024 per‑share pricing reference $64.39 (NYSE close, May 3, 2024) | Grants made in whole shares; fractional rounded up |
Note: Director equity is not performance‑conditioned; OXY emphasizes alignment via equity and holding requirements .
Other Directorships & Interlocks
- Large shareholders/transactions under Related Party policy: Berkshire Hathaway is a >5% holder (34.07%), and a Berkshire subsidiary formed a JV with an OXY subsidiary (capital contributions ~$75M in 2024) — approved under the related party transactions policy . No related party transactions disclosed involving O’Neill .
- Committee oversight: As a Governance Committee member, O’Neill helps administer the Related Party Transactions Policy .
Expertise & Qualifications
- Government, legal & regulatory: Senior UK energy/climate policy roles; COP26 leadership .
- Sustainability: MD, Climate & Energy at WBCSD; committee membership on Sustainability & Shareholder Engagement .
- Finance/accounting exposure: Audit committee experience at Scottish Power .
- International experience: Roles spanning UK, global sustainability bodies; SGX board .
- Education: BA Geography (Oxford), MBA (Harvard Business School) .
Equity Ownership
| Metric | Value | Date/Source |
|---|---|---|
| Total shares beneficially owned | 6,658 | As of Mar 1, 2025 |
| Shares subject to restrictions/DSUs (included in total) | 6,594 | As of Mar 1, 2025 |
| Ownership % of outstanding | <1% | As of Mar 1, 2025 |
| Stock ownership guideline | 6x annual cash retainer; 5 years to comply; sales restricted until compliant | Policy level |
| Compliance status | Each non‑employee director compliant or on track as of Mar 1, 2025 |
Insider Trades and Awards (Form 4)
Governance Assessment
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Strengths:
- Independent director with deep climate and regulatory expertise; constructive for OXY’s low‑carbon and DAC strategy oversight .
- Active on Governance Committee (board refreshment, related‑party oversight) and Sustainability & Shareholder Engagement Committee (ESG reporting, shareholder engagement) .
- Strong alignment mechanisms: majority of director pay in equity; DSU election; 6x retainer ownership guideline with holding requirement; no hedging policy for directors .
- Attendance and engagement: >85% meeting attendance; executive sessions held five times .
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Potential watch‑items:
- Related party exposure primarily involves Berkshire JV; oversight handled by Governance Committee; no O’Neill‑specific related‑party transactions disclosed .
- “All Other Compensation” can include spousal travel reimbursement; prudent to monitor for optics, though practice is disclosed and modest in scale .
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Compensation structure signals:
- 2024 director compensation restored to 2019 levels with market benchmarking (Meridian); equity weighting supports long‑term alignment .
- O’Neill’s 2024 pay mix: $118,750 cash and $225,043 equity; majority equity‑based enhances alignment with shareholders .
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Overall assessment:
- O’Neill’s background and committee roles enhance board oversight on ESG, policy, and governance, with no disclosed conflicts tied to her activities. Ownership and equity program features support alignment; attendance and engagement metrics are solid .