-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ACrdNwq8PNmSwtOk3mbBY2dL4Wso5GCs8Pz4+/JAN5j1zjst4APe03th1pfpFUfh PZvZXZ8wKy6y0XNoWsildA== 0000716039-04-000093.txt : 20040525 0000716039-04-000093.hdr.sgml : 20040525 20040525155718 ACCESSION NUMBER: 0000716039-04-000093 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040525 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040525 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNOCAL CORP CENTRAL INDEX KEY: 0000716039 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 953825062 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08483 FILM NUMBER: 04829984 BUSINESS ADDRESS: STREET 1: 2141 ROSECRANS AVE STREET 2: STE 4000 CITY: EL SEGUNDO STATE: CA ZIP: 90245 BUSINESS PHONE: 3107267600 MAIL ADDRESS: STREET 1: 2141 ROSECRANS AVE STREET 2: STE 4000 CITY: EL SEGUNDO STATE: CA ZIP: 90245 8-K 1 u8k052504.txt PROXY VOTE SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) May 25, 2004 ------------------------ UNOCAL CORPORATION - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware - -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 1-8483 95-3825062 - -------------------------------------------------------------------------------- (Commission File Number) (I.R.S. Employer Identification No.) 2141 Rosecrans Avenue, Suite 4000, El Segundo, California 90245 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (310) 726-7600 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) Item 5. Other Events. On May 25, 2004, Unocal Corporation announced the final voting results from its 2004 annual meeting of stockholders. The full text of the press release is filed as an exhibit under Item 7 of this report. Item 7. Exhibits. (c) Exhibits: 99. Press Release, dated May 25, 2004, entitled "Unocal Stockholders elect directors, vote on other proposals at 2004 annual meeting." Signature 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, thereunto duly authorized. UNOCAL CORPORATION (Registrant) Date: May 25, 2004 By: /S/ John A. Briffett ------------------ ------------------------------- John A. Briffett Assistant Comptroller EX-99 2 cor8kv.txt EXHIBIT 99 Unocal 2141 Rosecrans Avenue, Suite 4000 El Segundo, California 90245 [UNOCAL LOGO] NEWS RELEASE Contact: Barry Lane (Media) 310-726-7731 Robert Wright (Investors) 310-726-7665 Unocal stockholders elect directors, vote on other proposals at 2004 annual meeting ---------------------------------------------- El Segundo, Calif., May 25, 2004 - Unocal Corporation (NYSE:UCL) today announced the final voting results from its 2004 annual meeting of stockholders. The company's stockholders approved the four company proposals on the agenda for the meeting and rejected the three stockholder proposals presented at the meeting. Item 5 in the company's proxy statement, the stockholder proposal regarding the requirement that the chairman of the board not concurrently serve as the chief executive officer, was withdrawn by the proponent and, accordingly, no vote was taken on that item. The voting results of the seven items of business conducted at the meeting are as follows (percentages and numbers of shares voted are approximate numbers): Item 1 - three directors were elected for three-year terms expiring in 2007, with 98.6% of the shares voting for Richard D. McCormick (235.8 million FOR votes and 3.4 million WITHHOLD votes), 98% of the shares voting for Marina v.N. Whitman (234.4 million FOR votes and 4.8 million WITHHOLD votes), and 96.9% of the shares voting for Charles R. Williamson (231.9 million FOR votes and 7.3 million WITHHOLD votes); Item 2 - the appointment of PricewaterhouseCoopers LLP as the company's independent auditors for 2004 was ratified, with 97.9% of the shares voting for ratification (234.1 million FOR votes, 3.4 million AGAINST votes and 1.6 million ABSTAIN votes); Item 3 - the 2004 Management Incentive Program was approved, with 81.8% of the shares approving this plan (177.5 million FOR votes, 37 million AGAINST votes and 2.5 million ABSTAIN votes); Item 4 - the 2004 Directors' Deferred Compensation and Restricted Stock Unit Award Plan was approved, with 92.8% of the shares approving this plan (201.2 million FOR votes, 13.2 million AGAINST votes and 2.5 million ABSTAIN votes); Item 6 - a stockholder proposal regarding the use of performance and time-based restricted share programs in lieu of stock options was rejected, with only 5.6% of the shares voting in favor of this proposal (12.1 million FOR votes, 202.1 million AGAINST votes and 2.8 million ABSTAIN votes); Item 7 - a stockholder proposal regarding the establishment of an office of the board of directors for communications on corporate governance matters was rejected, with only 20.4% of the shares voting in favor of this proposal (44.3 million FOR votes, 169.1 million AGAINST votes and 3.5 million ABSTAIN votes); and Item 8 - a stockholder proposal regarding a board report on greenhouse gas emissions was rejected, with only 6.2% of the shares voting in favor of this proposal (13.5 million FOR votes, 186.5 million AGAINST votes and 17 million ABSTAIN votes). Additional information about each of these proposals can be found in the company's proxy statement for the annual meeting, which was mailed to stockholders and filed with the U.S. Securities and Exchange Commission. About Unocal Corporation Unocal is one of the world's leading independent natural gas and crude oil exploration and production companies. The company's principal oil and gas activities are in North America and Asia. ##### -----END PRIVACY-ENHANCED MESSAGE-----