0000101778-18-000055.txt : 20180306 0000101778-18-000055.hdr.sgml : 20180306 20180306164407 ACCESSION NUMBER: 0000101778-18-000055 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180302 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20180306 DATE AS OF CHANGE: 20180306 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MARATHON OIL CORP CENTRAL INDEX KEY: 0000101778 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 250996816 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05153 FILM NUMBER: 18670487 BUSINESS ADDRESS: STREET 1: P O BOX 3128 CITY: HOUSTON STATE: TX ZIP: 77253-3128 BUSINESS PHONE: 7136296600 MAIL ADDRESS: STREET 1: 5555 SAN FELIPE ROAD CITY: HOUSTON STATE: TX ZIP: 77056 FORMER COMPANY: FORMER CONFORMED NAME: USX CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: UNITED STATES STEEL CORP/DE DATE OF NAME CHANGE: 19860714 8-K 1 form8k2018march.htm 8-K Document


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):
 
March 2, 2018
Marathon Oil Corporation
__________________________________________
(Exact name of registrant as specified in its charter)
 
 
 
Delaware
1-5153
25-0996816
_____________________
 (State or other jurisdiction
_____________
 (Commission
______________
 (I.R.S. Employer
of incorporation)
File Number)
Identification No.)
 
 
 
5555 San Felipe Street, Houston, Texas
 
77056
_________________________________
 (Address of principal executive offices)
 
___________
 (Zip Code)
 
 
 
Registrant's telephone number, including area code:
 
(713) 629-6600
Not Applicable
_____________________________________________
Former name or former address, if changed since last report
 
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))

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.
On March 2, 2018, the Board of Directors of Marathon Oil Corporation elected Douglas L. Foshee and M. Elise Hyland as members of the Board, effective April 1, 2018. At this time, no determination has been made with respect to committee appointments for Mr. Foshee and Ms. Hyland.
Mr. Foshee and Ms. Hyland will receive compensation for their services as a director consistent with that provided to our other non-employee directors, as previously disclosed in our annual proxy statement. There are no arrangements or understandings between Mr. Foshee or Ms. Hyland and any other person pursuant to which they were elected as a director.
On March 6, 2018, we announced the election of Mr. Foshee and Ms. Hyland to the Board. A copy of the press release is attached as Exhibit 99.1 to this report.

9.01. Financial Statements and Exhibits
99.1 Press release of Marathon Oil Corporation, dated March 6, 2018








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.
 
 
 
 
 
 
Marathon Oil Corporation
 
 
 
 
March 6, 2018
 
By:
 /s/ Gary E. Wilson
 
 
 
Name: Gary E. Wilson
 
 
 
Title: Vice President, Controller and Chief Accounting Officer






Exhibit Index














































EX-99.1 2 ex991form8k2018march.htm EXHIBIT 99.1 Exhibit
Exhibit 99.1


Doug Foshee and Lisa Hyland elected to Marathon Oil Corporation Board of Directors

HOUSTON, March 6, 2018 - Marathon Oil Corporation (NYSE:MRO) announced today that Douglas L. Foshee and M. Elise “Lisa” Hyland have been elected to the Company’s board of directors, effective April 1, 2018.

“We welcome Doug and Lisa to Marathon Oil’s board of directors,” said Dennis Reilley, Marathon Oil’s non-executive chairman of the board. “They each bring strong industry experience with unique perspectives, demonstrated leadership and a strategic mindset that make them outstanding additions to the board. We look forward to their contributions.”

Foshee, 58, is the founder and owner of Sallyport Investments. He previously served as chairman, president and chief executive officer of El Paso Corporation until its merger with Kinder Morgan in 2012. Prior to joining El Paso in 2003, he worked for Halliburton Company in various roles including executive vice president and chief operating officer, and executive vice president and chief financial officer. He previously chaired the board of directors of The Federal Reserve Bank of Dallas, Houston Branch. Foshee holds an MBA from Rice University and a bachelor’s degree from Southwest Texas State University. He currently serves on the boards of Rice University, The Welch Foundation, and Houston Endowment Inc.

Hyland, 58, most recently served as senior vice president of EQT Corporation and senior vice president and chief operating officer of EQT Midstream Services, LLC until her retirement in 2018. During her career at EQT, she also served as executive vice president of midstream operations and engineering, president of commercial operations, and president of Equitable Gas Company. She holds an MBA from Carnegie-Mellon University’s Tepper School of Business, and master’s and bachelor’s degrees in metallurgical engineering and materials science from Carnegie-Mellon. Hyland previously served as secretary and member of the board of directors of the Manchester Bidwell Corporation.


Media Relations Contact
Lee Warren: 713-296-4103

Investor Relations Contacts
Zach Dailey: 713-296-4140
John Reid: 713-296-4380