California Resources Corp Files Proxy Statement

Ticker: CRC · Form: DEF 14A · Filed: Mar 21, 2024 · CIK: 1609253

Sentiment: neutral

Topics: Proxy Statement, DEF 14A, Executive Compensation, Equity Awards, California Resources Corp

TL;DR

<b>California Resources Corp filed its 2024 proxy statement detailing executive compensation and equity award valuations for the 2023 fiscal year.</b>

AI Summary

California Resources Corp (CRC) filed a Proxy Statement (DEF 14A) with the SEC on March 21, 2024. California Resources Corp (CRC) filed a DEF 14A proxy statement on March 21, 2024. The filing pertains to the fiscal year ending December 31, 2023. Key individuals mentioned in relation to equity awards include Mark A. McFarland and Francisco J. Leon. The document details changes in the fair value of equity awards granted in prior years that vested or were unvested during 2023. It also covers fair value of equity awards granted during 2023 and related adjustments.

Why It Matters

For investors and stakeholders tracking California Resources Corp, this filing contains several important signals. This DEF 14A filing provides shareholders with crucial information regarding executive compensation, equity awards, and corporate governance matters ahead of the annual meeting. Understanding the details of equity awards and their valuation changes is important for shareholders assessing executive incentives and potential dilution.

Risk Assessment

Risk Level: low — California Resources Corp shows low risk based on this filing. The filing is a standard DEF 14A proxy statement, which is routine for public companies and does not contain immediate financial performance data or significant operational changes.

Analyst Insight

Shareholders should review the executive compensation details and equity award valuations to understand management's incentives and potential impact on share value.

Key Numbers

Key Players & Entities

FAQ

When did California Resources Corp file this DEF 14A?

California Resources Corp filed this Proxy Statement (DEF 14A) with the SEC on March 21, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by California Resources Corp (CRC).

Where can I read the original DEF 14A filing from California Resources Corp?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by California Resources Corp.

What are the key takeaways from California Resources Corp's DEF 14A?

California Resources Corp filed this DEF 14A on March 21, 2024. Key takeaways: California Resources Corp (CRC) filed a DEF 14A proxy statement on March 21, 2024.. The filing pertains to the fiscal year ending December 31, 2023.. Key individuals mentioned in relation to equity awards include Mark A. McFarland and Francisco J. Leon..

Is California Resources Corp a risky investment based on this filing?

Based on this DEF 14A, California Resources Corp presents a relatively low-risk profile. The filing is a standard DEF 14A proxy statement, which is routine for public companies and does not contain immediate financial performance data or significant operational changes.

What should investors do after reading California Resources Corp's DEF 14A?

Shareholders should review the executive compensation details and equity award valuations to understand management's incentives and potential impact on share value. The overall sentiment from this filing is neutral.

How does California Resources Corp compare to its industry peers?

California Resources Corp operates in the Crude Petroleum & Natural Gas industry.

Are there regulatory concerns for California Resources Corp?

The filing is made under the Securities Exchange Act of 1934, specifically Section 14(a), which governs proxy solicitations.

Industry Context

California Resources Corp operates in the Crude Petroleum & Natural Gas industry.

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, specifically Section 14(a), which governs proxy solicitations.

What Investors Should Do

  1. Review the detailed breakdown of executive compensation and equity awards granted in 2023.
  2. Analyze the changes in fair value of equity awards from prior years that vested or remained unvested during 2023.
  3. Assess the company's corporate governance practices as outlined in the proxy statement.

Key Dates

Year-Over-Year Comparison

This is a DEF 14A filing, which is a standard proxy statement and does not directly compare to a previous filing type in terms of financial performance metrics.

Filing Stats: 4,421 words · 18 min read · ~15 pages · Grade level 14.1 · Accepted 2024-03-21 16:49:15

Key Financial Figures

Filing Documents

Executive Compensation Objectives

Executive Compensation Objectives 25 Compensation Program Best Practices 25 Role of Compensation Committee 26 Role of Management 26 Role of Independent Compensation Consultants 26 Use of Compensation Data 26 Stockholder Outreach 27 Stockholder Approval of Executive Compensation 27 2023 Compensation Program 27 Benefits 39 2 024 Compensation Program Actions 41 Other Compensation Matters 41 Stock Ownership Guidelines 41 Clawback Policies 41 Anti-Hedging and Anti-Pledging Policy 41 Compensation Risk Management 42 Tax Considerations 42 Compensation Committee Report 43

Executive Compensation Tables

Executive Compensation Tables 44 Summary Compensation Table 44 Grants of Plan-Based Awards 46 Narrative Disclosure to Summary Compensation Table and Grants of Plan-Based Awards Table 47 Outstanding Equity Awards at December 31, 2023 48 Option Exercises and Stock Vested in 2023 49 2023 Nonqualified Deferred Compensation Table 49 Potential Payments upon Termination or Change in Control 50 CEO Pay Ratio 56 Pay Versus Performance Disclosures 57 Director Compensation 61 Program Objectives 61 Program Elements 61 2023 Compensation of Directors 62 CALIFORNIA RESOURCES CORPORATION i 2024 PROXY STATEMENT Table Of Contents Stock Ownership Information 63

Security Ownership of Directors, Management and Certain Beneficial Holders

Security Ownership of Directors, Management and Certain Beneficial Holders 63 Proposals Requiring Your Vote 65 Proposal 1: Election of Directors 65 Proposal 2: Ratification of the Appointment of the Independent Registered Public Accounting Firm 65 Proposal 3: Advisory Vote to Approve Named Executive Officer Compensation 66 General Information 67 Voting Procedures 67 Record Date 67 Appointment of Proxy Holders 67 Quorum and Discretionary Authority 67 How to Vote Shares Registered in Your Name 68 How to Vote Shares Held in "Street Name" 68 Revoking or Changing a Proxy 69 Required Vote and Method of Counting 69 Method and Cost of Soliciting and Tabulating Votes 70 Attending the Annual Meeting 70 Notice of Internet Availability of Proxy Materials 71 Stockholder Proposals and Director Nominations 72 Householding of Proxy Materials 72 2023 Annual Report 73 Annex A – Reconciliation of Non-GAAP Measures A- 1 CALIFORNIA RESOURCES CORPORATION ii 2024 PROXY STATEMENT Proxy Statement Summary Proxy Statem ent Summary This summary highlights information contained in the proxy statement. This summary does not contain all of the information you should consider, and you should read the entire proxy statement carefully before voting. California Resources Corporation, together with its subsidiaries, is referred to herein as " we ," " our ," " us ," the " Company " or " CRC ." The 2024 annual meeting of stockholders described below is referred to herein as the " Annual Meeting ." 2024 Annual Meeting of Stockholders Date: May 3, 2024 Time: 11:00 a.m., Pacific Time Place: Virtual meeting at https://www.virtualshareholdermeeting.com/CRC2024 Record Date: March 15, 2024 The Annual Meeting will be held in a virtual meeting format only at https://www.virtualshareholdermeeting.com/CRC2024 . You will not be able to attend the Annual Meeting in person. If you wish to attend the Annual

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