Cover and table of contents

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Cover and table of contents

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2021

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.

20549

Form

10-K

(Mark One)

[X]

ANNUAL REPORT PURSUANT TO

SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended

December 31, 2021

OR

[ ]

TRANSITION REPORT PURSUANT TO SECTION

13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from

to

Commission file number:

001-32395

ConocoPhillips

(Exact name of registrant as specified in its

charter)

Delaware

01-0562944

(State or other jurisdiction of incorporation

or organization)

(I.R.S. Employer identification No.)

925 N. Eldridge Parkway

,

Houston

,

TX

77079

(Address of principal executive offices) (Zip

Code)

Registrant's telephone number, including area code:

-

293-1000

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbols

Name of each exchange on which registered

Common Stock, $.01 Par Value

COP

New York Stock Exchange

7% Debentures due 2029

CUSIP—718507BK1

New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer,

as defined in Rule 405 of the Securities Act.

[x]

Yes

[ ] No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

[ ] Yes

[x]

No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities

Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),

and (2) has been subject to such filing requirements for the past 90 days.

[x]

Yes

[ ] No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data

File required to be submitted pursuant

to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant

was required to submit such files).

[x]

Yes

[ ] No

Indicate by check mark whether the registrant is a large accelerated filer,

an accelerated filer, a non-accelerated

filer, a smaller reporting

company, or an emerging growth company.

See the definitions of “large accelerated filer,”

“accelerated filer,”

“smaller reporting

company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

[x]

Accelerated filer [

]

Non-accelerated filer [

]

Smaller reporting company

[ ]

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. [

]

Indicate by check mark whether the registrant has filed a report on and attestation to

its management’s assessment of the

effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the

registered public accounting firm that prepared or issued its audit report.

[ x ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). [

] Yes

[x]

No

The aggregate market value of common stock held by non-affiliates of the registrant

on June 30, 2021, the last business day of the

registrant’s most recently completed second fiscal quarter,

based on the closing price on that date of $60.90, was $

81.5

billion.

The registrant had

1,299,526,916

shares of common stock outstanding at January 31, 2022.

Documents incorporated by reference:

Portions of the Proxy Statement for

the Annual Meeting of Stockholders to be held on May 10, 2022 (Part III)

Table of Contents

Page

Commonly Used Abbreviations

Item

Part I

1 and 2.

Business and Properties

Corporate Structure

Segment and Geographic Information

Alaska

Lower 48

Canada

Europe, Middle East and North Africa

Asia Pacific

Other International

Competition

Human Capital Management

General

1A.

Risk Factors

1B.

Unresolved Staff Comments

Legal Proceedings

Mine Safety Disclosures

Information About our Executive Officers

Part II

Market for Registrant’s Common Equity, Related Stockholder Matters and

Issuer Purchases of Equity Securities

[Reserved]

Management’s Discussion and Analysis of Financial Condition and

Results of Operations

7A.

Quantitative and Qualitative Disclosures About Market Risk

Financial Statements and Supplementary Data

Changes in and Disagreements with Accountants on Accounting and

Financial Disclosure

9A.

Controls and Procedures

9B.

Other Information

9C.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Part III

Directors, Executive Officers and Corporate Governance

Executive Compensation

Security Ownership of Certain Beneficial Owners and Management and

Related Stockholder Matters

Certain Relationships and Related Transactions, and Director Independence

Principal Accounting Fees and Services

Part IV

Exhibits, Financial Statement Schedules

Signatures

Commonly Used Abbreviations

ConocoPhillips

2021 10-K

Commonly Used Abbreviations

The following industry-specific, accounting

and other terms, and abbreviations may

be commonly used in this

report.

Currencies

Accounting

$ or USD

U.S. dollar

ARO

asset retirement obligation

CAD

Canadian dollar

ASC

accounting standards codification

EUR

Euro

ASU

accounting standards update

GBP

British pound

DD&A

depreciation, depletion and

amortization

Units of Measurement

FASB

Financial Accounting Standards

BBL

barrel

Board

BCF

billion cubic feet

FIFO

first-in, first-out

BOE

barrels of oil equivalent

G&A

general and administrative

MBD

thousands of barrels per day

GAAP

generally accepted accounting

MCF

thousand cubic feet

principles

MBOD

thousand barrels of oil per day

LIFO

last-in, first-out

MM

million

NPNS

normal purchase normal sale

MMBOE

million barrels of oil equivalent

PP&E

properties, plants and equipment

MMBOD

million barrels of oil per day

VIE

variable interest entity

MBOED

thousands of barrels of oil

equivalent per day

MMBOED

millions of barrels of oil

Miscellaneous

equivalent per day

DE&I

diversity,

equity and inclusion

MMBTU

million British thermal units

EPA

Environmental Protection

Agency

MMCFD

million cubic feet per day

ESG

Environmental, Social and

Governance

EU

European Union

Industry

FERC

Federal Energy Regulatory

BLM

Bureau of Land Management

Commission

CBM

coalbed methane

GHG

greenhouse gas

E&P

exploration and production

HSE

health, safety and environment

CCUS

carbon capture utilization

and

storage

ICC

International Chamber of

Commerce

FEED

front-end engineering and design

ICSID

World Bank’s

International

FPS

floating production system

Centre for Settlement of

FPSO

floating production, storage

and

Investment Disputes

offloading

IRS

Internal Revenue Service

G&G

geological and geophysical

OTC

over-the-counter

JOA

joint operating agreement

NYSE

New York Stock Exchange

LNG

liquefied natural gas

SEC

U.S. Securities and Exchange

NGLs

natural gas liquids

Commission

OPEC

Organization of Petroleum

TSR

total shareholder return

Exporting Countries

U.K.

United Kingdom

PSC

production sharing contract

U.S.

United States of America

PUDs

proved undeveloped reserves

VROC

variable return of cash

SAGD

steam-assisted gravity

drainage

WCS

Western Canada Select

WTI

West Texas

Intermediate

Business and Properties

ConocoPhillips

2021 10-K

Part I

Unless otherwise indicated, “the company,”

“we,” “our,”

“us” and “ConocoPhillips” are used in this report

to refer

to the businesses of ConocoPhillips and its consolidated

subsidiaries.

Items 1 and 2—Business and Properties,

contain forward-looking statements

including, without limitation, statements

relating to our plans, strategies,

objectives, expectations and intentions

that are made pursuant to the

“safe harbor” provisions of the Private

Securities Litigation Reform

Act of 1995.

The words

“anticipate,”

“believe,” “budget,”

“continue,”

“could,”

“effort,”

“estimate,”

“expect,”

“forecast,”

“goal,”

“guidance,”

“intend,” “may,”

“objective,”

“outlook,”

“plan,” “potential,”

“predict,” “projection,”

“seek,” “should,”

“target,” “will,”

“would,”

and similar expressions identify forward

-looking

statements.

The company does not undertake

to update, revise or correct any

forward-looking information

unless

required to do so under the federal

securities laws.

Readers are cautioned that

such forward-looking statements

should be read in conjunction with the company’s

disclosures under the headings “Risk Factors”

beginning on page

20 and “CAUTIONARY STATEMENT

FOR THE PURPOSES OF THE ‘SAFE HARBOR’ PROVISIONS

OF THE PRIVATE

SECURITIES LITIGATION

REFORM ACT OF 1995,”

beginning on pa

ge

69.

Items 1 and 2.

Business and Properties

Corporate Structure

ConocoPhillips is an independent E&P company

headquartered in Houston, Texas

with operations and activities in

14 countries.

Our diverse, low cost of supply

portfolio includes resource-rich unconventional

plays in North

America; conventional assets in

North America, Europe, and Asia; LNG developments;

oil sands assets in Canada;

and an inventory of global conventional

and unconventional exploration

prospects.

On December 31, 2021, we

employed approximately 9,900

people worldwide and had total assets of

about $91 billion.

Total

company

production for the year was 1,567 MBOED.

ConocoPhillips was incorporated

in the state of Delaware on

November 16, 2001, in connection with, and in

anticipation of,

the merger between Conoco Inc. and Phillips

Petroleum Company.

The merger between Conoco

and Phillips was consummated on

August 30, 2002.

In April 2012, ConocoPhillips completed the separation

of the

downstream business into an independent,

publicly traded energy company,

Phillips 66.

On January 15, 2021, we completed the acquisition

of Concho Resources Inc. (Concho), an independent

oil and gas

exploration and production

company with operations in New Mexico

and West Texas

focused on the Permian

Basin.

For additional information related

to this transaction,

see

Note 3

.

On December 1, 2021, we completed our acquisition

of Shell Enterprises LLC’s (Shell) assets

in the Delaware Basin.

Assets acquired include approximately

225,000 net acres of producing properties

located entirely in Texas.

For

additional information related to

this transaction,

see

Note 3

.

Segment and Geographic Information

We manage our operations

through six operating segments,

defined by geographic region: Alaska;

Lower 48;

Canada; Europe, Middle East and

North Africa; Asia Pacific; and Other International.

For operating segment and

geographic information,

see Note 23

.

We explore for,

produce, transport and market

crude oil, bitumen, natural gas,

LNG and NGLs on a worldwide

basis.

At December 31, 2021, our operations

were producing in the U.S., Norway,

Canada, Australia, Indonesia,

Malaysia, Libya, China and Qatar.

Business and Properties

ConocoPhillips

2021 10-K

The information listed below

appears in the “Supplementary Data

- Oil and Gas Operations” disclosures following

the Notes to Consolidated Financial Statements

and is incorporated herein by

reference:

●

Proved worldwide crude oil, NGLs, natural

gas and bitumen reserves.

●

Net production of crude oil, NGLs, natural

gas and bitumen.

●

Average sales prices of crude oil,

NGLs, natural gas and bitumen.

●

Average production

costs per BOE.

●

Net wells completed, wells in progress

and productive wells.

●

Developed and undeveloped

acreage.

The following table is a summary of the proved

reserves information included in the “Supplementary

Data - Oil and

Gas Operations” disclosures following

the Notes to Consolidated Financial Statements.

Approximately 86 percent

of our proved reserves are in countries

that belong to the Organization

for Economic Cooperation

and

Development.

Natural gas reserves are converted

to BOE based on a 6:1 ratio: six MCF of natural

gas converts to

one BOE.

See Management’s Discussion

and Analysis of Financial Condition and Results of Operations

for a

discussion of factors that will enhance

the understanding of the following

summary reserves table.

Millions of Barrels of Oil Equivalent

Net Proved Reserves at December

2021

2020

2019

Crude oil

Consolidated operations

2,964

2,051

2,562

Equity affiliates

Total

Crude Oil

3,027

2,119

2,635

Natural gas liquids

Consolidated operations

Equity affiliates

Total

Natural Gas Liquids

Natural gas

Consolidated operations

1,523

1,011

1,209

Equity affiliates

Total

Natural Gas

2,140

1,632

1,945

Bitumen

Consolidated operations

Total

Bitumen

Total

consolidated operations

5,388

3,734

4,414

Total

equity affiliates

Total

company

6,101

4,459

5,262

Business and Properties

ConocoPhillips

2021 10-K

Alaska

The Alaska segment primarily explores for,

produces, transports and markets

crude oil, natural gas and NGLs.

We

are the largest crude oil producer in Alaska

and have major ownership interests

in two of North America’s

largest

oil fields located on Alaska’s

North Slope: Prudhoe Bay and Kuparuk.

We also have a 100 percent

interest in the

Alpine Field, located on the Western

North Slope.

Additionally, we

are one of Alaska’s

largest owners of state,

federal and fee exploration

leases, with approximately

1.3 million net undeveloped acres at year

-end 2021.

Alaska

operations contributed

19 percent of our consolidated liquids

production and 1 percent of our consolidated

natural gas production.

2021

Crude Oil

NGL

Natural Gas

Total

Interest

Operator

MBD

MBD

MMCFD

MBOED

Average Daily Net Production

Greater Prudhoe Area

36.1

%

Hilcorp

Greater Kuparuk Area

89.2-94.7

ConocoPhillips

-

Western North Slope

100.0

ConocoPhillips

-

Total

Alaska

Greater Prudhoe Area

The Greater Prudhoe Area includes the Prudhoe

Bay Field and five satellite fields, as

well as the Greater Point

McIntyre Area fields.

Prudhoe Bay,

the largest conventional

oil field in North America, is the site of a large

waterflood and enhanced oil recovery

operation, supported by a large

gas and water processing operation.

Prudhoe Bay’s western

satellite fields are Aurora,

Borealis, Polaris, Midnight Sun

and Orion, while the Point

McIntyre, Niakuk, Raven,

Lisburne and North Prudhoe Bay State fields are

part of the Greater Point McIntyre

Area.

Field installations include seven production

facilities, two gas plants, two

seawater plants and a central

power

station.

In September 2021, rotary drilling commenced after

18 months

of no drilling, resulting in four wells drilled and

brought online.

To help offset

decline, efforts were focused

on increasing rate through

well work, capacity

enhancements,

less downtime,

and NGL production.

Greater Kuparuk Area

We operate the Greater

Kuparuk Area, which consists

of the Kuparuk Field and four satellite fields:

Tarn, Tabasco,

Meltwater and West

Sak.

Kuparuk is located 40 miles west

of the Prudhoe Bay Field.

Field installations include

three central production facilities

which separate oil, natural

gas and water,

as well as a seawater treatment

plant.

Development drilling at Kuparuk consists

of rotary-drilled wells and horizontal

multi-laterals from existing well

bores utilizing coiled-tubing drilling.

We operated a coiled-tubi

ng drilling rig in the fourth quarter of 2021, resulting

in five operated wells drilled and

brought online.

Western North Slope

On the Western North Slope, we operate

the Colville River Unit, which includes the Alpine Field and

three satellite

fields: Nanuq, Fiord and Qannik.

The Alpine Field is located 34 miles west of the Kuparuk

Field.

Field installations

include one central production facility

which separates oil, natural

gas and water.

The Greater Mooses Tooth

Unit is the first unit established entirely

within the National Petroleum Reserve

Alaska

(NPR-A).

In 2017, we began construction

in the unit with two drill sites: Greater Mooses Tooth

#1 (GMT-1) and

Greater Mooses Tooth

#2 (GMT-2).

GMT-1 achieved

first oil in 2018 and completed drilling

in 2019.

In 2021, the

third and final construction season for

GMT-2 was successfully

completed,

and drilling operations commenced

during the second quarter.

First oil for GMT-2

was achieved in the fourth quarter

of 2021, as planned.

During 2021, we operated a conventional

rotary rig and an extended reach drilling rig

in the Western North Slope,

resulting in seven operated

wells drilled and brought online.

Business and Properties

ConocoPhillips

2021 10-K

Exploration

Appraisal of the Willow Discovery,

located 36 miles from Nuiqsut in the Bear Tooth

Unit in the NPR-A, was

conducted in 2020.

There was no appraisal activity

in 2021. In August 2021, an Alaska federal judge

vacated the

U.S. government’s

approval granted to

our planned Willow project previously approved

by the BLM in October

The Department of Justice did not appeal the decision and

neither did we.

We are actively supporting the

BLM and Department of Interior as they conduct

the Supplemental Environmental

Impact Statement process to

address issues highlighted by the federal

district court.

In the interim, we are continuing

with FEED work in service

of a final investment decision.

The Stony Hill 1 well located to

the east of the Greater Mooses Tooth

Unit within the NPR-A was plugged and

abandoned in 2021 and expensed as a dry hole.

A 3D seismic survey covering 234 square miles was

completed in 2020 on state

and federal lands.

We are currently

evaluating this seismic data for

future exploration opportunities.

In late 2021, the Coyote Brookian

topset exploration prospect

in the Kuparuk River Unit was tested

with a near

vertical sidetrack from an existing

wellbore.

The well was fracture stimulated

and will undergo well testing early in

2022 to confirm longer term deliverability.

Transportation

We transport the petroleum

liquids produced on the North Slope to Valdez,

Alaska through an 800-mile pipeline

that is part of Trans

-Alaska Pipeline System (TAPS).

We have a 29.5 percent

ownership interest

in TAPS, and we

also have ownership interests

in and operate the Alpine, Kuparuk

and Oliktok pipelines on the North Slope.

Our wholly owned subsidiary,

Polar Tankers,

Inc., manages the marine transportation

of our North Slope

production, using five company-owned, double

-hulled tankers, and charters

third-party vessels, as necessary.

The

tankers deliver oil from

Valdez, Alaska,

primarily to refineries on the west coast

of the U.S.

Lower 48

The Lower 48 segment consists of operations

located in the 48 contiguous U.S. states

and the Gulf of Mexico.

The

segment is organized into

the Permian and Gulf Coast and Rockies

business units with a portfolio of low cost of

supply, short

cycle time, resource-rich unconventional

plays, and conventional

production from legacy assets.

Based on 2021 production volumes, the Lower 48 is the company’s

largest segment and contributed

55 percent of

our consolidated liquids production and

64 percent of our consolidated natural

gas production.

In 2021, we completed two acquisitions

significantly increasing our Permian position

in the Lower 48.

On January

15, 2021, we completed the acquisition of Concho

adding complementary acreage across

the Delaware and

Midland basins.

On December 1, 2021, we completed the acquisition of Shell’s

Delaware Basin position adding

significant Texas

acreage in the Delaware Basin.

The accounting close date used for

reporting purposes of the Shell

transaction was December 31, 2021.

For additional information related

to these acquisitions,

see Note 3

.

Business and Properties

ConocoPhillips

2021 10-K

2021

Crude Oil

NGL

Natural Gas

Total

MBD

MBD

MMCFD

MBOED

Average Daily Net Production

Delaware Basin

Midland Basin

Permian—Other

Total

Permian

Eagle Ford

Bakken

Gulf Coast and Rockies—Other

Total

Gulf Coast and Rockies

Total

Lower 48

1,340

At December 31, 2021, we held 10.8 million net acres

of onshore conventional and

unconventional acreage in the

Lower 48, the majority of which is either held by production

or owned by the company.

Our unconventional

holdings total approximately

2 million net acres in the following areas:

●

560,000 net acres in the Bakken, located

in North Dakota and eastern

Montana.

●

200,000 net acres in the Eagle Ford,

located in South Texas.

●

654,000 net acres in the Permian—Delaware

Basin, located in West

Texas

and southeastern New Mexico.

●

266,000 net acres in the Permian—Midland Basin,

located in West Texas.

●

293,000 net acres in other areas with unconventional

potential.

The majority of our 2021 onshore production activities

were centered on continued

development of assets, with

an emphasis on areas with low cost of supply,

particularly in growing unconventional

plays. Our major focus in

2021 included the following areas:

●

Delaware Basin—We operated

six rigs and two frac crews on average

during 2021, resulting in 92

operated wells drilled and 95 operated

wells brought online.

Primarily as a result of our Concho

acquisition, production increased in 2021 compared

with 2020, averaging 286 MBOED and

79 MBOED,

respectively.

●

Midland Basin—We operated

five rigs and two frac crews on

average during 2021, resulting

in 118

operated wells drilled and 102 operated

wells brought online.

Primarily as a result of our Concho

acquisition, production increased in 2021 compared

with 2020, averaging 136 MBOED

and 6 MBOED,

respectively.

●

Eagle Ford—We operated

four rigs and two frac crews

on average in the Eagle Ford

during 2021, resulting

in 93 operated wells drilled and 160 operated

wells brought online.

Production increased in 2021

compared with 2020, averaging

211 MBOED and 186 MBOED, respectively.

●

Bakken—We operated

one rig and one frac crew for parts of the

year in the Bakken,

resulting in 6

operated wells drilled and 21 operated

wells brought online.

Production increased in 2021 compared

with 2020, averaging 94 MBOED and

78 MBOED, respectively.

Dispositions

In the second half of 2021, we completed the sale of certain

noncore assets in the Lower 48.

In January 2022, we

entered into an agreement

to sell our interests in

additional noncore assets in the Lower 48.

This transaction is

expected to close in the second quarter

of 2022.

See Note 3

.

Facilities

We operate and own,

with varying interests, centralized

condensate processing facilities

in Texas

and New Mexico

in support of our Eagle Ford, Delaware

and Midland assets.

Business and Properties

ConocoPhillips

2021 10-K

Canada

Our Canadian operations consist of the Surmont

oil sands development in Alberta and the liquids-rich Montney

unconventional play in

British Columbia.

In 2021, operations in Canada contributed

8 percent of our consolidated

liquids production and 4 percent of our consolidated

natural gas production.

2021

Crude Oil

NGL

Natural Gas

Bitumen

Total

Interest

Operator

MBD

MBD

MMCFD

MBD

MBOED

Average Daily Net

Production

Surmont

50.0

%

ConocoPhillips

-

-

-

Montney

100.0

ConocoPhillips

-

Total

Canada

Surmont

Our bitumen resources in Canada are produced

via an enhanced thermal oil recovery method called SAGD,

whereby steam is injected into

the reservoir,

effectively liquefying the heavy

bitumen, which is recovered and

pumped to the surface for further processing.

Operations include two central processing

facilities for treatment

and blending of bitumen.

At December 31, 2021, we held approximately

600,000 net acres of land in the

Athabasca Region of northeastern

Alberta.

The Surmont oil sands leases are located approximately

35 miles south of Fort McMurray,

Alberta.

Surmont is a

50/50 joint venture with Total

Energies SE that offers

long-lived, sustained production.

We are focused on

structurally lowering costs,

reducing GHG intensity and optimizing asset performance.

In 2021, we began processing a portion

of Surmont’s blended bitumen at the Diluent Recovery

Unit constructed in

Alberta, unlocking additional value for the

asset by providing market access

to our heavy crude oil.

In 2019, Surmont implemented the use of condensate

for bitumen blending through the central

processing facility

2; enabling the asset to lower blend ratio

and diluent supply costs, gain protection

from synthetic crude oil supply

disruptions and gain optionality on sales products.

The alternative blend project was

complete in October at

central processing facility 1.

Full Surmont Heavy Dilbit (condensate

bitumen blend) was produced across

both

facilities in the fourth quarter of 2021.

Montney

The Montney is an unconventional

resource play located

in northeastern British Columbia.

At December 31, 2021,

we held approximately 300,000

acres of land with 100 percent working interest

in the liquids-rich section of the

Montney.

In 2021, development activity consisted

of drilling three horizontal wells and

bringing 12 wells online.

In addition,

construction on the second phase of our processing

facility started.

Exploration

Our primary exploration focus

is assessing our Montney acreage.

In 2022, appraisal drilling and completions

activity within the Montney will continue to explore

the area’s

resource potential.

Additionally, we have

exploration acreage in the Mackenzie

Delta/Beaufort Sea Region and

the Arctic Islands.

Business and Properties

ConocoPhillips

2021 10-K

Europe, Middle East

and North Africa

The Europe, Middle East and North

Africa segment consists of operations

principally located in the Norwegian

sector of the North Sea; the Norwegian Sea; Qatar; Libya;

and terminalling operations in the U.K.

In 2021,

operations in Europe, Middle East

and North Africa contributed 12 percent of our consolidated

liquids production

and 14 percent of our consolidated natural

gas production.

Norway

2021

Crude Oil

NGL

Natural Gas

Total

Interest

Operator

MBD

MBD

MMCFD

MBOED

Average Daily Net Production

Greater Ekofisk Area

30.7-35.1

%

ConocoPhillips

Heidrun

24.0

Equinor

Aasta Hansteen

10.0

Equinor

-

-

Alvheim

20.0

Aker BP

-

Troll

1.6

Equinor

-

Visund

9.1

Equinor

Other

Various

Equinor

-

Total

Norway

The Greater Ekofisk Area is

located approximately

200 miles offshore Stavanger,

Norway,

in the North Sea, and

comprises four producing fields: Ekofisk,

Eldfisk,

Embla and Tor.

The Tor II redevelopment

achieved first

production in December 2020.

This project consisted of 8 wells that

have all been completed and brought

online

as of May 2021.

Crude oil is exported to Teesside,

England, and the natural gas is exported

to Emden, Germany.

The Ekofisk and Eldfisk fields consist

of several production platforms

and facilities, with development drilling

continuing over the coming years.

The Heidrun Field is located in the Norwegian Sea.

Produced crude oil is stored

in a floating storage unit and

exported via shuttle tankers.

Part of the natural gas

is currently injected into the reservoir for

optimization of

crude oil production, some gas is transported

for use as feedstock in a methanol

plant in Norway,

in which we own

an 18 percent

interest, and the remainder is transported

to Europe via gas processing terminals

in Norway.

Aasta Hansteen is a gas

and condensate field located in the Norwegian Sea.

Produced condensate is loaded

onto

shuttle tankers

and transported to market.

Gas is transported through the

Polarled gas pipeline to the onshore

Nyhamna processing plant for final processing

prior to export to market.

The Troll Field lies in the

northern part of the North Sea and consists of the Troll

A, B and C platforms.

The natural

gas from Troll

A is transported to Kollsnes,

Norway.

Crude oil from floating platforms Troll

B and Troll C is

transported to Mongstad,

Norway, for

storage and export.

The Alvheim Field is located in the northern part of the North

Sea near the border with the U.K. sector,

and

consists of a FPSO vessel and subsea installations.

Produced crude oil is exported via shuttle tankers,

and natural

gas is transported to the Scottish

Area Gas Evacuation (SAGE)

Terminal at

St. Fergus, Scotland, through

the SAGE

Pipeline.

Visund is an oil and gas field located in the North

Sea and consists of a floating drilling, production and processing

unit, and subsea installations.

Crude

oil is transported by pipeline to a nearby

third-party field for storage and

export via tankers.

The natural gas is transported

to a gas processing plant at Kollsnes,

Norway,

through the

Gassled transportation system.

We also have varying

ownership interests in two other

producing fields in the Norway sector of the North

Sea.

Business and Properties

ConocoPhillips

2021 10-K

Exploration

In 2021, we prepared for a four

well exploration and appraisal

campaign to take place in 2022.

Planned wells

include Slagugle appraisal and exploration

of the Peder,

Bounty and Lamba prospects.

We were awarded

two new exploration

licenses; PL1122 and PL1123; and two acreage additions,

PL891B and

PL1045B.

Transportation

We own a 35.1 percent interest

in the Norpipe Oil Pipeline System, a 220-mile pipeline which

carries crude oil from

Ekofisk to a crude oil stabilization

and NGLs processing facility in Teesside,

England.

Facilities

We operate and have

a 40.25 percent ownership interest

in a crude oil stabilization and NGLs processing

facility at

Teesside,

England to support our Norway operations.

Qatar

2021

Crude Oil

NGL

Natural

Gas

Total

Interest

Operator

MBD

MBD

MMCFD

MBOED

Average Daily Net Production

Qatargas Operating

QG3

30.0

%

Company Limited

QG3 is an integrated development

jointly owned by QatarEnergy (68.5 percent),

ConocoPhillips (30 percent) and

Mitsui & Co., Ltd. (1.5 percent).

QG3 consists of upstream natural

gas production facilities, which produce

approximately 1.4 billion gross

cubic feet per day of natural

gas from Qatar’s North

Field over a 25-year life, in

addition to a 7.8 million gross tonnes-per-year

LNG facility.

LNG is shipped in leased LNG carriers destined for

sale

globally.

QG3 executed the development

of the onshore and offshore assets

as a single integrated development

with

Qatargas 4 (QG4), a joint venture

between QatarEnergy and Shell plc.

This included the joint development of

offshore facilities situated

in a common offshore block in the North Field, as

well as the construction of two

identical LNG process trains and associated

gas treating facilities for both

the QG3 and QG4 joint ventures.

Production from the LNG trains

and associated facilities is combined and

shared.

Libya

2021

Crude Oil

NGL

Natural Gas

Total

Interest

Operator

MBD

MBD

MMCFD

MBOED

Average Daily Net Production

Waha Concession

16.3

%

Waha Oil Co.

-

The Waha Concession consists of multiple concessions

and encompasses nearly 13 million gross acres

in the Sirte

Basin.

In 2021, we had 22 crude liftings from Es Sider,

compared with five crude liftings from Es

Sider in 2020,

primarily due to the absence of a forced shutdown

after a period of civil unrest that ceased production

in 2020.

Business and Properties

ConocoPhillips

2021 10-K

Asia Pacific

The Asia Pacific segment has exploration

and production operations in China,

Indonesia, Malaysia and Australia

.

In

2021, operations in the Asia Pacific segment

contributed 6 percent of our consolidated

liquids production and 17

percent of our consolidated natural

gas production.

Australia

2021

Crude Oil

NGL

Natural Gas

Total

Interest

Operator

MBD

MBD

MMCFD

MBOED

Average Daily Net Production

ConocoPhillips/

Australia Pacific LNG

37.5

%

Origin Energy

-

-

Australia Pacific LNG Pty Ltd

(APLNG), our joint venture with Origin Energy

Limited (37.5 percent) and China

Petrochemical Corporation

(Sinopec) (25 percent),

is focused on producing CBM from

the Bowen and Surat basins

in Queensland, Australia, to supply the

domestic gas market and convert

the CBM into LNG for export.

Origin

operates APLNG’s

upstream production and pipeline system,

and we operate the downstream

LNG facility,

located

on Curtis Island near Gladstone, Queensland, as well as

the LNG export sales business.

We operate two

fully subscribed 4.5-million-metric-tonnes-per-year

LNG trains.

Approximately 2,800 net wells

are

ultimately expected to supply both

the LNG sales contracts and domestic gas

market.

The wells are supported by

gathering systems,

central gas processing and

compression stations, water

treatment facilities and an

export

pipeline connecting the gas fields to the LNG facilities.

The LNG is being sold to Sinopec under 20-year sales

agreements for 7.6 million metric tonnes

of LNG per year,

and Japan-based Kansai Electric Power Co., Inc. under

a

20-year sales agreement for approximately

1 million metric tonnes of LNG per year.

In December 2021, the company announced it has

notified Origin Energy that it is exercising

its preemption right to

purchase an additional 10 percent shareholding

interest in APLNG from Origin Energy

for $1.645 billion, which will

be funded from cash on the balance sheet and subject

to customary adjustments.

The effective date of the

transaction is July 1, 2020 with closing anticipated

to occur in the first quarter of 2022 subject to

Australian

government approval.

There will be no change to the operational

structure of the APLNG joint venture,

whereby

Origin Energy will remain the upstream

operator of the natural

gas production and pipeline system,

and

ConocoPhillips Australia will remain the downstream

operator of the LNG facility.

For additional information,

see Note 4

and

Note 10

.

Exploration

In 2019, we entered into an agreement

with 3D Oil to acquire a 75 percent interest

in and operatorship

of an

offshore Exploration Permit

(T/49P) located

in the Otway Basin, Australia.

We obtained an additional five percent

interest, increasing our interes

t

to 80 percent,

in June 2020.

A 3D seismic survey acquisition was completed in

October 2021, and this data will be evaluated

for future exploration

opportunities.

Indonesia

2021

Crude Oil

NGL

Natural Gas

Total

Interest

Operator

MBD

MBD

MMCFD

MBOED

Average Daily Net Production

South Sumatra

%

ConocoPhillips

-

During 2021, we operated two PSCs in

Indonesia: the Corridor Block located in South Sumatra,

and Kualakurun in

Central Kalimantan.

Currently,

we have production from the Corridor

Block.

Business and Properties

ConocoPhillips

2021 10-K

Asset Sales

In December 2021, we announced an agreement to sell our

subsidiary that indirectly owns the company’s

percent interest in the Indonesia

Corridor Block PSC and a 35 percent shareholding interest

in the Transasia

Pipeline Company.

The effective date for

the transaction is January 1, 2021, with closing planned for

the first

quarter of 2022.

South Sumatra

The Corridor PSC consists of two oil fields and seven

producing natural gas fields.

Natural gas is supplied from the

Grissik and Suban gas processing plants

to the Duri steamflood in central Sumatra

and to markets in Singapore,

Batam and West Java.

In 2019, we were awarded a 20-year

extension, with new terms, of the Corridor PSC.

Under

these terms, we retain a majority interest

and continue as operator for

at least three years

after 2023 and retain a

participating interest until

Exploration

We entered into

the Central Kalimantan

Kualakurun Block PSC in 2015 with an exploration

period of six years.

We

completed the firm working commitment

program in 2017, which included satellite

mapping and a 740-kilometer

2D seismic acquisition program.

After completion of prospect evaluation,

both PSC contractors decided

to

relinquish rights and return this block to

the government.

The relinquishment was approved

by the government in

August 2021.

Transportation

We are a 35 percent owner of

a consortium company that has a 40 percent

ownership in PT Transportasi

Gas

Indonesia, which owns and operates the Grissik

to Duri and Grissik to Singapore natural

gas pipelines.

China

2021

Crude Oil

NGL

Natural Gas

Total

Interest

Operator

MBD

MBD

MMCFD

MBOED

Average Daily Net Production

Penglai

49.0

%

CNOOC

-

-

Penglai

The

Penglai

19-3,

19-9

and

25-6

fields

are

located

in

the

Bohai

Bay

Block

11/05

and

are

in

various

stages

of

development.

Phase 1 and 2 include production from all three

Penglai oil fields.

The

Phase

Project

in

the

Penglai

19-3

and

19-9

fields

consists

of

three

new

wellhead

platforms

and

a

central

processing

platform.

First

production

from

Phase

3 was

achieved

in

This

project

could

include

up

to

wells, 126 of which have been completed

and brought online as of December 2021.

The Phase 4A Project in the Penglai 25-6 field consists

of one new wellhead platform and achieved

first production

in 2020.

This project could include up to 62 new wells,

14 of which have been completed and

brought online as of

December 2021.

On April 5, 2021, a fire occurred on the non-operated

V platform in the Bohai Bay.

On April 6, 2021, the fire was

extinguished.

We worked with

the operator and implemented a

recovery plan resulting in production

resumption

in December 2021.

Exploration

During 2021, exploration activities in

the Penglai fields consisted of two successful

appraisal wells supporting

future developments in the Bohai Bay

Block 11/05.

Business and Properties

ConocoPhillips

2021 10-K

Malaysia

2021

Crude Oil

NGL

Natural Gas

Total

Interest

Operator

MBD

MBD

MMCFD

MBOED

Average Daily Net Production

Gumusut

29.5

%

Shell

-

-

Malikai

35.0

Shell

-

-

Kebabangan (KBB)

30.0

KPOC

-

Siakap North-Petai

21.0

PTTEP

-

-

Total

Malaysia

-

We have varying stages

of exploration, development and

production activities across approx

imately 2.7 million net

acres in Malaysia, with working interests

in six PSCs.

Four of these PSCs are located in waters

off the eastern

Malaysian state

of Sabah: Block G, Block J, the Kebabangan Cluster

(KBBC), which we do not operate, and

Block

SB405, an operated exploration

block acquired in 2021.

We also operate another

two exploration blocks,

Block

WL4-00 and Block SK304, in waters off the

eastern Malaysian state

of Sarawak.

Block J

Gumusut

We currently have

a 29.5 percent working interest

in the unitized Gumusut Field.

Gumusut Phase 2 first oil was

achieved in 2019.

Development drilling associated

with Gumusut Phase 3, a four-well program,

is planned to

commence in the first quarter of 2022.

First oil is anticipated in 2022.

KBBC

The KBBC PSC grants us a 30 percent working interest

in the KBB, Kamunsu East and

Kamunsu East Upthrown

Canyon gas and condensate

fields.

In 2020, we recognized dry hole expense

and impaired the associated carrying

value of unproved properties in

the Kamunsu East Field that is no

longer in our development plans.

KBB

During 2019, KBB tied-in to a nearby third-party

floating LNG vessel which provided increased

gas offtake capacity.

Production from the field has been reduced since Janu

ary 2020, due to the rupture of a third-party pipeline which

carries gas production from KBB to

one of its markets.

The pipeline operator has initiated

repairs and is working

toward pipeline testing during 2022.

Block G

Malikai

We hold a 35 percent working

interest in Malikai.

This field achieved first production

in December 2016 via the

Malikai Tension

Leg Platform, ramping to

peak production in 2018.

The KMU-1 exploration well was completed

and started producing through

the Malikai platform in 2018.

Malikai Phase 2 development first

oil was achieved in

February 2021.

Siakap North-Petai

We hold a 21 percent working

interest in the unitized Siakap

North-Petai (SNP) oil field.

First oil from SNP Phase 2

was achieved in November 2021.

Exploration

In 2017, we were awarded operatorship

and a 50 percent working interest

in Block WL4-00, which included the

existing Salam-1 oil discovery and encompassed

0.6 million gross acres.

In 2018 and 2019, two exploration and

two appraisal wells were drilled,

resulting in oil discoveries under evaluation

at Salam and Benum, while two

Patawali wells were expensed

as dry holes in 2019.

Further exploration and appraisal

drilling is planned for 2022.

In 2018, we were awarded a 50 percent

working interest and operatorship

of Block SK304 encompassing 2.1

million gross acres off the coast

of Sarawak,

offshore Malaysia.

We acquired 3D seismic over the acreage

and

completed processing of this data

in 2019.

Exploration drilling is planned for 2022.

Business and Properties

ConocoPhillips

2021 10-K

In February 2021, we were awarded

operatorship and an 85 percent

working interest in Block SB405 encompassing

1.4 million gross acres off the coast

of Sabah, offshore Malaysia.

Acquisition of a 3D seismic survey over the

acreage is planned for 2022.

Other International

The Other International segment includes activities

in Colombia as well as contingencies associated

with prior

operations in other countries.

As a result of our completed Concho acquisition

on January 15, 2021, we refocused

our exploration program

and announced our intent to pursue

a managed exit from certain areas.

Colombia

We have an 80 percent

operated interest

in the Middle Magdalena Basin Block VMM-3 extending

over

approximately 67,000 net acres.

In addition, we have an 80 percent working

interest in the VMM-2 Block which

extends over approximately

58,000 net acres and is contiguous to

the VMM-3 Block.

The blocks are currently in

Force Majeure following a preliminary

injunction temporarily suspending hydraulic

fracturing activities.

Argentina

On September 16, 2021, ConocoPhillips Petroleum

Holdings BV signed and closed the sale of shares

in

ConocoPhillips Argentina Holdings

Sarl and ConocoPhillips Argentina Ventures

SRL.

With this transaction,

we

completed the exit from our Argentina

holdings.

See Note 3

.

Venezuela

For discussion of our contingencies in Venezuela,

see Note 11

.

Other

Marketing Activities

Our Commercial organization

manages our worldwide commodity portfolio,

which mainly includes natural gas,

crude oil, bitumen, NGLs and LNG.

Marketing activities are performed

through offices in the U.S., Canada, Europe

and Asia.

In marketing our production, we attempt

to minimize flow disruptions, maximize

realized prices and

manage credit-risk exposure.

Commodity sales are generally made at

prevailing market prices at

the time of sale.

We also purchase and sell third

-party volumes to better position the company

to satisfy customer demand while

fully utilizing transportation and storage

capacity.

Natural Gas

Our natural gas production,

along with third-party purchased gas, is primarily marketed

in the U.S., Canada and

Europe.

Our natural gas is sold to a diverse

client portfolio which includes local distribution

companies; gas and

power utilities; large industrials; independent,

integrated or state

-owned oil and gas companies; as well as

marketing companies.

To reduce

our market exposure and

credit risk, we also transport natural

gas via firm and

interruptible transportation

agreements to major market hubs.

Crude Oil, Bitumen and Natural Gas Liquids

Our crude oil, bitumen and NGL revenues are derived from

production in the U.S., Canada, Asia, Africa and

Europe.

These commodities are primarily sold under contracts

with prices based on market indices, adjusted

for location,

quality and transportation.

LNG

LNG marketing efforts are

focused on equity LNG production

facilities located in Australia

and Qatar.

LNG is

primarily sold under long-term contracts with

prices based on market indices.

Business and Properties

ConocoPhillips

2021 10-K

Energy Partnerships

Marine Well Containment

Company (MWCC)

We are a founding member of

the MWCC, a non-profit organization

formed in 2010, which provides well

containment equipment and technology

in the deepwater U.S. Gulf of Mexico.

MWCC’s containment

system

meets the U.S. Bureau of Safety

and Environmental Enforcement

requirements for a subsea well

containment

system that can respond

to a deepwater well control

incident in the U.S. Gulf of Mexico.

Oil Spill Response Limited (OSRL) - Subsea Well

Intervention Service (SWIS)

OSRL-SWIS is a non-profit organization

in the U.K. that is an industry funded joint initiative

providing the capability

to respond to subsea well-control

incidents.

Through our SWIS subscription, ConocoPhillips

has access to

equipment that is maintained and stored

in a response ready state.

This provides well capping and containment

capability outside the U.S.

Oil Spill Response Removal Organizations

(OSROs)

We maintain memberships

in several OSROs across the

globe as a key element of our preparedness

program in

addition to internal response resources.

Many of the OSROs are not-for-profit

cooperatives owned by

the member

companies wherein we may actively

participate as a member of the board of directors,

steering committee, work

group or other supporting role.

In North America, our primary OSROs include the Marine Spill Response

Corporation for the continental

U.S. and Alaska Clean Seas and Ship Escort/Response

Vessel System

for the Alaska

North Slope and Prince William Sound, respectively.

Internationally,

we maintain memberships in

various OSROs

including Oil Spill Response Limited, the Norwegian Clean Seas

Association for Operating Companies,

Australian

Marine Oil Spill Center and Petroleum

Industry of Malaysia Mutual Aid Group.

Technology

We have several

technology programs that

improve our ability to develop

unconventional reservoirs,

increase

recoveries from our legacy fields,

improve the efficiency of our exploration

program, produce heavy

oil

economically with less emissions and implement sustainability

measures.

In early 2021, we established a multi-disciplinary Low

Carbon Technologi

es organization to

support the company’s

net-zero road

map for scope 1 and 2 emissions, understand

the new energies landscape, and prioritize

opportunities for future competitive investment.

Throughout 2021, we executed

emissions reduction projects

across our global portfolio including production

efficiency measures and methane and flaring reductions.

We also

completed pre-development

work to evaluate large scale

wind energy opportunities to power our operations

in

the Permian, North Sea and Bohai Bay.

Within the new energies landscape, the company

has prioritized

opportunities in CCUS and hydrogen.

In 2021, CO2 storage sites

were evaluated along the Texas

and Louisiana

Gulf Coast and we initiated activities to

provide carbon capture and storage

to industrial emitters.

2021 also saw

early investments in enabling hydrogen

technologies and we began evaluating

hydrogen opportunities

in both

domestic and international markets

.

We are the second-largest

LNG liquefaction technology provider

globally.

Our Optimized Cascade

®

LNG

liquefaction technology has been licensed for

use in 27 LNG trains around the world, with feasibility

studies

ongoing for additional trains.

Business and Properties

ConocoPhillips

2021 10-K

Delivery Commitments

We sell crude oil and natural

gas from our producing operations

under a variety of contractual arrangements,

some of which specify the delivery of a fixed and determinable

quantity.

Our commercial organization

also enters

into natural gas sales

contracts where the source of the natural

gas used to fulfill the contract can

be the spot

market or a combination of our reserves

and the spot market.

Worldwide, we are contractually

committed to

deliver approximately 1.3 trillion

cubic feet of natural gas

and 159 million barrels of crude oil in the future.

These

contracts have various

expiration dates through

the year 2030.

We expect to fulfill these delivery

commitments

with third-party purchases, as supported

by our gas management agreements; proved

developed reserves; and

PUDs.

See the disclosure on “Proved Undeveloped

Reserves” in the “Supplementary Data

- Oil and Gas

Operations” section following

the Notes to Consolidated Financial Statements,

for information on the

development of PUDs.

Competition

ConocoPhillips is one of the world’s

leading E&P companies based on both production and reserves,

with a globally

diversified asset portfolio.

We compete with private,

public and state-owned companies

in all facets of the E&P

business.

Some of our competitors are larger

and have greater resources.

Each of our segments is highly

competitive, with no single competitor,

or small group of competitors,

dominating.

We compete with numerous

other companies in the industry,

including state-owned companies,

to locate and

obtain new sources of supply and to produce

oil, bitumen, NGLs and natural gas

in an efficient, cost-effective

manner.

We deliver our production into

the worldwide commodity markets.

Principal methods of competing

include geological, geophysical

and engineering research and technology; experience

and expertise; economic

analysis in connection with portfolio management;

and safely operating

oil and gas producing properties.

Human Capital Management

Values, Principles and Governance

At ConocoPhillips, our human capital

management (HCM) approach is anchored

to our core SPIRIT Values.

Our

SPIRIT Values – Safety,

People, Integrity,

Responsibility,

Innovation, and Teamwork

– set the tone for how we

interact with all of our internal and

external stakeholders.

In particular, we

believe a safe organization

is a

successful organization,

so we prioritize personal and process

safety across the company.

Our SPIRIT Values are a

source of pride.

Our day-to-day work is guided by

the principles of accountability and performance,

which means

the way we do our work is as important

as the results we deliver.

We believe these core values

and principles set

us apart, align our workforce and provide

a foundation for our culture.

Our Executive Leadership Team

(ELT) and our Board

of Directors play a key

role in setting our HCM strategy

and

driving accountability for meaningful

progress.

The ELT and Board

of Directors engage often

on workforce-related

topics.

Our HCM programs are overseen

and administered by our human resources

function with support from

business leaders across the company.

We depend on our workforce

to successfully execute our

company’s strategy

and we recognize the importance of

creating a workplace in which our people feel valued.

Our HCM programs are built around

three pillars that we

believe are necessary for success: a compelling

culture, a world-class workforce

and strong external engagement.

Each of these pillars is described in more detail

below.

A Compelling Culture

How we do our work is what sets us apart and drives

our performance.

We’re experts

in what we do and

continuously find ways to

do our jobs better.

Together,

we deliver strong performance,

but not at all costs.

We

embrace our core cultural attributes

that are shared by everyone,

everywhere.

With two significant acquisitions

completed in 2021, we prioritized cultural

integration. We

seized the opportunity to learn from and value

each

other’s cultures.

This involved employee engagement,

active listening and leveraging

data analytics to monitor key

workforce and engagement

metrics.

Business and Properties

ConocoPhillips

2021 10-K

Health, Safety and Environment

Our HSE organization sets

expectations and provides tools

and assurance to our workforce to

promote and achieve

HSE excellence.

We manage and assure

ConocoPhillips HSE policies, standards

and practices, to help ensure

business activities are consistently

safe, healthy and conducted

in an environmentally and socially

responsible

manner across the globe.

Each business unit manages its local operational

risks with particular attention

to

process safety,

occupational safety and environmental

and emergency preparedness risk.

Objectives, targets and

deadlines are set and tracked

annually to drive strong HSE performance.

Progress is tracked

and reported to our

ELT and the Board

of Directors.  HSE audits are conducted

on business units and staff groups

to ensure

conformance with ConocoPhillips

HSE policies, standards and practices

where improvement actions

are identified

and tracked to completion.

We continuously look for

ways to operate more

safely,

efficiently and responsibly.

We focus on reducing human

error by emphasizing interaction

among people, equipment and work processes

.

By being curious about how work

is done, recognizing error-likely

situations and applying safeguards

,

we can reduce the likelihood and severity

of

unexpected incidents. We conduct

thorough investigations

of all serious incidents to understand

the root cause

and share lessons learned globally to improve

our procedures, training, maintenance

programs and designs.

Through this culture of continuous

learning and improvement, we continue

to refine

our existing HSE processes

and tools and enhance

our commitment to safe, efficient

and responsible operations.

COVID-19 Response

In 2021, our COVID-19 activities were guided by

our three company-wide priorities, set at

the early pandemic

stages: protect our employees

and contractors,

mitigate the spread of COVID-19 and safely

run the business.

We

have pursued these priorities via a coordinated

crisis management support team, frequent workforce

communications and flexible programs

to suit the challenging environment.

Our office and field staffs adhered

to

rigorous mitigation protocols

implemented across our operations

utilizing the most current guidance from health

authorities. Mitigation measures, including

requirements for remote

work, vaccines and testing were

driven by the

specific situations applicable to a region or business

function.

These measures proved effective

at lessening the

impact to our employees and contractors

,

mitigating the spread of COVID-19 and minimizing

the potential for

business disruption.

Diversity, Equity and

Inclusion (DEI)

At ConocoPhillips, we value all forms

of diversity,

provide equitable employee programs

and promote a culture of

inclusion.

Our DEI vision is for our workforce to have

a strong sense of belonging and feel

supported in meeting

their full potential.

Our commitment to DEI is foundational

to our SPIRIT Values.

We hold our leaders accountable

for having personal DEI goals

each year and encourage all global employees

to play a part in creating and

sustaining an inclusive work environment.

The ELT has ultimate

accountability for advancing

our DEI commitment through a governance

structure that

includes an ELT

-level DEI Champion, a global DEI Council consisting

of senior leaders from across the company

and

organization-wide DEI goals.

The company sets goals and measures progress

based on three pillars that guide our

DEI activities:

leadership accountability,

employee awareness and processes

and programs.

In addition, our DEI

plans and progress are reviewed

regularly with the Board of Directors.

In 2021, HR and the DEI Council reviewed the results of the

2020 Perspectives Pulse DEI employee

survey and

prioritized action plans tied to employee sentiment.

2021 accomplishments included:

●

Refreshing and diversifying

the global DEI Council to reflect the diversity

we seek across our global

organization;

●

Using survey insights to produce six multi-year

corporate DEI priorities that

will guide us through 2024;

●

Developing a detailed plan for our

corporate DEI priorities, made up of 18 specific

targets that position us

to deliver meaningful progress through

2024; and

●

Championing the addition of the ‘E’ (equity) to D&I; emphasizing the importance

of providing equitable

programs that lead to fair

outcomes for all employees.

Business and Properties

ConocoPhillips

2021 10-K

We actively monitor diversity

metrics on a global basis.

In 2021, we expanded our internal and external

workforce

metrics and HCM disclosures, including publishing

our 2018-2020 Consolidated EEO-1 Reports

and our inaugural

HCM report.

Tables of 2021 employee

demographics by gender and ethnicity,

and by country,

are shown below:

2021 Employees by Gender and Race/Ethnicity

Global

U.S.

Male

Female

White

POC

All Employees

%

%

%

%

All Leadership

Top Leadership

Junior Leadership

*"POC" refers to People of Color or racial and ethnic minorities self-reported in the U.S.

2021 Employees by Country

Percent of Total

U.S.

%

Norway

Canada

Indonesia

Great Britain

Australia

China

Other Global Locations

The Hybrid Office Work Program

In 2021, we introduced the Hybrid Office Work

(HOW) program in the U.S., offering

a combination of work from

both office and home.

The HOW program blends the advantages

of in-person engagement with individual

flexibility for eligible employees

where a hybrid schedule is feasible.

The design of the U.S. program was

adopted

in many of our global locations.

A World-Class Workforce

Our HCM approach addresses programs

and processes necessary for ensuring

we have an engaged workforce

with

the skills to meet our business needs.

We take a holistic

view of HCM that addresses each of the critical

components of workforce planning.

These are described in more detail below.

Recruitment

Our continued success requires a strong

global workforce that can contribute

the right skills, in the right places, to

achieve our strategic objectives.

We offer university

internships across multiple disciplines to

attract the best

early-career talent.

We partner with top diversity

organizations and universities,

including Hispanic-serving

organizations and historically

black colleges and universities.

We also recruit experienced

hires to fill critical skills

and maintain a broad range

of expertise and experience.

We conduct routine talent

assessments with leaders to

ensure we have the organizational

capacity and capabilities to execute

our business plans.

We have taken

significant steps to embed inclusion

into each step of our recruiting practices,

including adapting the way we

construct job descriptions to using intentionally

diverse interview panels.

As necessary, we closely

monitor recruitment metrics through

our internal university and experienced

hire

dashboards and track voluntary

turnover metrics to guide our retention

activities.

Business and Properties

ConocoPhillips

2021 10-K

2021 Hiring & Attrition Metrics

Percent of Total

U.S. University hire acceptance

%

U.S. Interns acceptance

Diversity hiring - Women

Diversity hiring - U.S. POC

Total

voluntary attrition

Employee Engagement and Development

We focus on the engagement

and development of our workforce

and encourage our employees

to build diverse

and fulfilling careers

with ConocoPhillips.

Our workforce is trained through

a combination of on-the-job learning,

formal training, regular feedback

and mentoring.

Skill-based Talent

Management Teams

(TMTs) guide employee

development and career progression

by skills and location.

The TMTs help identify our

future business needs and

assess the availability of critical skill-sets

within the company.

We use a performance management program

focused on objectivity,

credibility and transparency.

The program includes broad stakeholder

feedback, real-time

recognition and a formal “how” rating to

assess behaviors to ensure they

align with our SPIRIT Values.

We empower our employees

to grow their careers through

personal and professional development

opportunities,

including individual development plans, a voluntary

360-feedback tool and training

on a broad range of technical

and professional skills.

Succession planning is a top priority for management and

the board.

This work ensures we

have the talent available

for future leadership roles to

inspire employees to reach their ultimate

potential and limit

business interruption.

Taking steps

to measure and assess employee satisfaction

and engagement is at the heart of long-term

business

success and creating a great place to work

for our global workforce.

Since 2019, the ConocoPhillips Perspectives

Survey has become our primary listening platform

for gathering feedback on

employee sentiment and promot

ing

our “Who We Are”

culture.

Our leadership reviews feedback

gathered to guide priorities and goals.

Our employee

feedback strategy is

comprised

of an annual engagement survey and

an annual shorter DEI pulse survey.

Compensation, Benefits and Well-Being

We offer competitive,

performance-based compensation packages

and have global equitable pay practices.

Our

compensation programs are

generally comprised of a base pay

rate, the annual Variable

Cash Incentive Program

(VCIP) and, for eligible employees, the Restricted

Stock Unit (RSU) program.

From the CEO to the frontline

worker,

every employee participates in VCIP,

our annual incentive program, which aligns

employee compensation with

ConocoPhillips’ success on critical performance metrics

and also recognizes individual

performance.

Our RSU

program is designed to attract

and retain employees, reward

performance and align employee interest

with

stockholders by encouraging

stock ownership.

Our retirement and savings

plans are intended to support

employee’s

financial futures and are competitive within local

markets.

We routinely benchmark our global compensation

and benefits programs to ensure

they are competitive,

inclusive, aligned with company culture

and allow our employees to meet their individual needs

and the needs of

their families.

We provide flexible work

schedules and competitive time off,

including parental leave policies in

many locations.

In 2021, we enhanced our programs to

provide expanded coverage

for families requiring disability

support, elder care and childcare.

We also provide access to

quality childcare, including onsite child care,

where

access locally is a challenge.

Our global wellness programs include biometric screenings

and fitness challenges designed to educate

and

promote a healthy lifestyle.

All employees have access to

our employee assistance program,

and many of our

locations offer custom programs

to support mental well-being.

Business and Properties

ConocoPhillips

2021 10-K

Compensation Risk Mitigation

We have considered

the risks associated with each of its executive

and broad-based compensation programs

and

policies.

As part of the analysis, we considered the performance

measures we use as well as the different

types of

compensation, varied performance measurement

periods and extended vesting schedules

that we utilize under

each incentive compensation program.

As a result of this review,

management concluded that the risks

arising

from our compensation policies and practices

are not reasonably likely to

have a material adverse

effect on the

company.

As part of the Board of Directors’ oversight

of our risk management programs,

the Human Resources

Compensation Committee (HRCC) conducts

a similar review with the assistance of its

independent compensation

consultant.

The HRCC agrees with management’s

conclusion that the risks arising from our

compensation policies

and practices are not reasonably likely

to have a material adverse

effect on the company.

External Engagement

Our employees make our communities

stronger.

We are proud to

support their generous involvement

in local

charitable activities through employee giving programs

that include United Way

campaigns, matching gift

contributions and volunteer grants.

While we have been recognized

for our ESG and DEI efforts,

we know that it takes ongoing commitment

to make

sustainable progress;

therefore,

we continue to provide training,

build awareness and reinforce

accountability at

all levels of the organization

and focus on behaviors and processes

that build an environment in which everyone

has the opportunity to succeed.

General

At the end of 2021, we held a total of 1,118 active

patents in 50 countries worldwide, including

438 active U.S.

patents.

During 2021, we received 40 patents in

the U.S. and 45 foreign patents.

Our products and processes

generated licensing revenues

of $65 million related to activity in 2021.

The overall profitability of any

business

segment is not dependent on any single patent,

trademark, license, franchise or concession.

The environmental information

contained in Management’s

Discussion and Analysis of Financial Condition and

Results of Operations on pages 58 through

63 under the captions “Environmental”

and “Climate Change” is

incorporated herein by

reference.

It includes information on expensed

and capitalized environmental

costs for

2021 and those expected for 2022 and 2023.

Website Access to SEC Reports

Our internet website address

is

www.conocophillips.com

.

Information contained on our

internet website is not

part of this report on Form 10-K.

Our Annual Reports on Form 10-K, Quarterly Reports

on Form 10-Q, Current Reports on Form 8-K and any

amendments to these reports filed or furnished pursuant

to Section 13(a) or 15(d) of the Securities Exchange Act

of 1934 are available on our website, free

of charge, as soon as reasonably practicable

after such reports are filed

with, or furnished to, the SEC.

Alternatively,

you may access these reports at

the SEC’s website at

www.sec.gov

.

Risk Factors

ConocoPhillips

2021 10-K

Next: Item 1A. Risk Factors