Occidental Petroleum (OXY) 10-K risk factor changes: FY2022 vs FY2021

[removed: The] [added: The extent to which the] COVID-19 pandemic [removed: has] adversely [removed: affected our business and the ultimate effect on our] [added: affects Occidental’s businesses, results of] operations and financial condition will depend on future developments, [added: many of] which are [removed: highly uncertain.][added: outside of its control.]

The COVID-19 pandemic [added: caused, and any resurgence of the pandemic could again cause,] disrupted global supply chains and [removed: created] significant volatility in the financial markets.

If reduced demand for and lower prices of crude oil, NGL and natural gas persist for a prolonged period, [removed: our] [added: Occidental’s] operations, financial condition, cash flows, level of expenditures and the quantity of estimated proved reserves that may be attributed to [removed: our] [added: its] properties may be materially and adversely affected.

Occidental has not experienced any significant disruptions as a result of any new COVID-19 [removed: variants.][added: variants, and it continues to monitor national, state and local government directives where we have operations or offices.]

To the extent the COVID-19 pandemic may continue to adversely affect [removed: our business, operations, financial condition] [added: Occidental’s businesses, results of operations] and [removed: operating results,] [added: financial condition,] it may also have the effect of heightening the other risks described herein.

Governmental actions and political instability may [added: adversely] affect Occidental’s [added: businesses and] results of operations.

Occidental’s businesses are subject [removed: to] [added: to, and may be adversely affected by,] the actions and decisions of many federal, state, local and international governments and political interests.

■New or amended laws and regulations, or new or different applications or interpretations of existing laws and regulations, including those related to drilling, manufacturing or production processes (including flaring and well stimulation techniques such as hydraulic fracturing and acidization), pipelines, labor and employment, taxes, royalty rates, permitted production rates, entitlements, import, export and use of raw materials, equipment or products, use or increased use of land, water and other natural resources, air [removed: emissions,] [added: emissions (including restrictions, taxes or fees on emissions of methane, CO2,or other substances),] water recycling and disposal, waste minimization and disposal, [added: public and occupational health and] safety, the manufacturing of chemicals, asset integrity management, the marketing or export of commodities, security, environmental protection, and climate change-related and sustainability initiatives, all of which may restrict or prohibit activities of Occidental or its [removed: contractors,] [added: contractors or customers,] increase Occidental’s costs or reduce demand for Occidental’s products.

[removed: In addition, violation] [added: ■Violation] of certain governmental laws and [removed: regulations] [added: regulations, which] may result in strict, joint and several liability and the imposition of significant [added: administrative,] civil [removed: and] [added: or] criminal fines and [removed: penalties;][added: penalties and may also result in liability for remedial actions or assessments.]

■Development delays and cost overruns due to approval delays for, or denial of, drilling, construction, environmental and other regulatory approvals, permits and [removed: authorizations.][added: authorizations]

| [removed: OXY 2021 FORM 10-K] [added: 10] | | | [removed: 9] [added: OXY 2022 FORM 10-K] | | |

| [removed: ] [added: ] | | | | | | RISK FACTORS | | |

[removed: This law reinstates] [added: The Infrastructure Investment and Jobs Act reinstated] the federal Superfund excise taxes on various chemicals that OxyChem manufactures.

In November 2021, the U.S. Department of the Interior [removed: (DOI)] released its Report on the Federal Oil and Gas Leasing Program, recommending increasing royalty rates and rents for drilling programs on federal public lands and in federal offshore waters, in addition to prioritizing leasing in areas with known resource potential and in proximity to existing oil and gas infrastructure and avoiding leasing in areas with competing uses such as recreation, wildlife habitat, conservation and historical and cultural resources.

In January 2022, the U.S. District Court for the District of Columbia [removed: issued a decision to invalidate] [added: invalidated] the results of [removed: Bureau of Ocean Energy Management’s] [added: the BOEM] oil and gas lease sale [added: 257] in the Gulf of Mexico, [removed: of] [added: in] which [added: an] Occidental [added: subsidiary] was the high bidder on 30 additional new blocks located nearby to its existing host platforms, ruling that the [added: BOEM’s] environmental analysis of GHG emissions was inadequate under [removed: the National Environmental Policy Act (NEPA).][added: NEPA.]

The [removed: DOI,] [added: U.S. Department of the Interior,] which oversees federal oil and gas development, is currently reviewing the decision.

In January 2021, the [removed: Colorado Oil and Gas Conservation Commission (COGCC)] [added: COGCC] adopted new regulations that impose siting requirements or “setbacks” on certain oil and gas drilling locations based on the distance of a proposed well pad to occupied structures.

[removed: While] [added: While, as of December 31, 2022,] Occidental [removed: has not been denied any permits, and received its first approved Oil and Gas Development Plan] [added: is permitted, or had] permit [removed: under the new state regulations] [added: applications submitted to applicable regulatory agencies, for nearly all planned 2023 drilling and completions activity] in the [removed: fourth quarter of 2021,] [added: DJ Basin,] any significant delays could result in changes to our development program in the DJ Basin and our ability to establish new proved undeveloped [removed: (PUD)] locations by meeting the SEC’s “reasonably certain” threshold for adding PUD reserves.

In addition, Occidental has experienced and may continue to experience adverse consequences, such as risk of loss or production limitations, because certain of its international operations are located in countries affected by political instability, nationalizations, corruption, armed conflict, terrorism, insurgency, civil unrest, security problems, labor unrest, [removed: Organization of the Petroleum Exporting Countries (OPEC)] [added: OPEC] production restrictions, equipment import restrictions and sanctions.

Climate change and further regulation of GHG and other air emissions may adversely affect Occidental’s [removed: operations or results.][added: businesses and results of operations.]

The Biden Administration has identified climate change as a priority and has [removed: identified] [added: described] a variety of avenues to prohibit or restrict oil and gas development activities in certain areas.

In June 2021, Congress and President Biden [removed: rescinded the 2020 policy rule under the Congressional Review Act, reinstating] [added: reinstated] the methane provisions of EPA’s 2012 and 2016 regulations, an action that Occidental supported.

In November 2021, the White House Office of Domestic Climate Policy issued a U.S. Methane Emissions Reduction Action Plan that solicited public comment on the EPA’s proposed framework [removed: for expanding] [added: to expand] federal [removed: regulations.][added: regulation of methane and volatile organic compound emissions from a broader set of new upstream and midstream oil and gas operations, as well as various existing operations.]

| [removed: 10 | | |] OXY [removed: 2021] [added: 2022] FORM 10-K | | | [added: 11 | | |]

Several state governments have also established rules aimed at reducing GHG emissions, some including GHG cap and trade programs and others directly regulating equipment that emits [removed: GHG,] [added: GHGs,] including methane, and other compounds.

Other U.S. states where Occidental operates, including Colorado, New Mexico and Texas, adopted or proposed new regulations, policies or strategies in 2021 [added: and 2022] that increase inspection, recordkeeping, reporting, enforcement and controls on flaring, venting and equipment that emit methane and other compounds at oil and gas facilities.

These and other [removed: government] [added: governmental] actions relating to GHG and other air emissions [removed: could] [added: are expected to] require Occidental to incur increased operating and maintenance costs including higher rates charged by service [removed: providers,] [added: providers and] costs to purchase, operate and maintain emissions control systems, [removed: to] acquire emission allowances, pay [removed: carbon] taxes or [added: fees for methane or carbon emissions and] comply with new regulatory or reporting [removed: requirements or] [added: requirements; and they could] prevent Occidental from conducting oil and gas development activities in certain [removed: areas, or they could promote the use of alternative sources of energy and thereby decrease demand for oil, NGL and natural gas and other products that Occidental’s businesses produce.][added: areas.]

Consequently, [removed: government] [added: governmental] actions designed to reduce GHG emissions could have an adverse effect on Occidental’s [removed: business,] [added: businesses,] financial condition, results of operations, cash flows and reserves.

It is difficult to predict the timing, certainty and scope of such government actions and their ultimate effect on Occidental, which could depend on, among other things, the type and extent of GHG emissions reductions required, the availability and price of emission allowances or credits, the availability and price of alternative fuel sources, the energy sectors covered and [removed: Occidental’s ability to recover the costs incurred through its operating agreements or the pricing of its oil, NGL, natural gas and other products and whether service providers are able to pass increased costs through to Occidental.]

There also have been efforts in the investment community, including investment [removed: advisers] [added: advisers, financial institutions] and certain sovereign wealth, pension and endowment funds, as well as political actors and other stakeholders, promoting divestment of fossil fuel equities, reducing access to capital markets and pressuring lenders to limit funding or increase the cost of lending to companies engaged in the extraction of fossil fuel reserves.

Such environmental initiatives aimed at limiting climate change and reducing air [removed: pollution] [added: emissions] could adversely affect [removed: our] [added: Occidental’s] business activities, operations and ability to access capital, [removed: and could] cause the market value of [removed: our] [added: its] securities to [removed: decrease, our] [added: decrease or its] cost of capital to [removed: increase] [added: increase,] and adversely affect [removed: our] [added: its] reputation.

Finally, increasing attention to climate change risks has resulted in an increased possibility of governmental investigations and additional private litigation against Occidental without regard to causation or [removed: our] [added: its] contribution to the asserted damage, which could increase [removed: our] [added: its] costs or otherwise adversely affect our [removed: business.][added: businesses.]

Any of these risks could adversely affect [removed: our] [added: Occidental’s] ability to conduct operations or result in substantial losses [removed: to us] as a result of:

■Damage to and destruction of property and equipment, including property and equipment owned by third-parties which [removed: our] [added: its] operations rely upon;

■Suspension or delay of [removed: our] [added: its] operations;

■Significant repair and remediation costs that increase [removed: our] [added: its] break-even economics.

Third-party insurance may not provide adequate coverage or Occidental [added: or its subsidiaries] may be self-insured with respect to the related losses.

In addition, under certain circumstances, [removed: we] [added: Occidental or its subsidiaries] may be liable for environmental [removed: damage] [added: conditions on properties that they currently own, lease or operate that were] caused by previous owners or operators of [removed: properties that we own, lease or operate.][added: those properties.]

As a result, [removed: we] [added: Occidental or its subsidiaries] may incur substantial liabilities to third parties or governmental entities for environmental matters for which [removed: we] [added: they] do not have insurance coverage, which could reduce or [added: eliminate funds available for exploration, development, acquisitions or other investments in their respective businesses, or cause them to incur losses.]

| [removed: OXY 2021 FORM 10-K] [added: 12] | | | [removed: 11] [added: OXY 2022 FORM 10-K] | | |

Litigation, orders or other proceedings asserting strict, joint and several liability under such laws and regulations may seek to impose significant administrative, civil or criminal fines and penalties, damages or remedial actions or to require significant changes to, or even closure of, facilities or operations;

The Infrastructure Investment and Jobs Act also authorized the U.S. government to award grants for CCUS research, development and demonstration; carbon transport and storage infrastructure and permitting; carbon utilization and market development; and carbon removal.

These grant programs were developed during 2022 and the awarding of grants in 2023 or future years could affect the selection and deployment of competing low-carbon technologies and the financing and market acceptance of proposed projects.

In August 2022, Congress passed and President Biden signed the Inflation Reduction Act, which expanded policy support and incentives for deployment of DAC, CCUS, hydrogen and other low-carbon projects, including several enhancements to federal tax credits.

The Inflation Reduction Act also established an escalating methane emissions fee that the EPA will impose on certain upstream and midstream oil and gas operations per metric ton of methane emissions above certain thresholds commencing in 2024.

The impact of this fee on Occidental will depend on implementing regulations that are expected to be issued in 2023.

If the U.S. Department of the Interior were to issue regulations implementing these recommendations, Occidental’s subsidiaries could incur increased federal royalties and face restrictions on future potential drilling sites or infrastructure on federal lands.

In August 2022, Congress reinstated the lease sale in the IRA, and the Occidental subsidiary received the leases in October 2022.

Motions to dismiss are pending in the legal challenge to the lease sale.

The BOEM’s authorization to hold lease sales expired in July 2022.

The Bureau of Ocean Energy Management has issued a proposed 2023-2028 Five-Year Program which is subject to environmental review and public comment, and must be approved before future lease sales can occur.

In June 2022, advocacy groups filed a petition in the U.S. District Court for the District of Columbia against the BLM seeking to invalidate numerous drilling permits for oil and gas wells on federal lands in New Mexico and Wyoming, and potentially other states, that were approved by the BLM during the Biden Administration, including certain permits obtained by Occidental subsidiaries.

The plaintiffs allege that the BLM failed to comply with various statutes, including NEPA, the Endangered Species Act and the Federal Land Policy and Management Act, by not adequately addressing GHG emissions

and climate change in the environmental documents underlying the approvals.

Occidental, other producers and multiple trade associations have intervened and the BLM is preparing an administrative record.

Similar cases challenge permits issued to other operators with respect to the BLM’s consideration of GHG and other air emissions under NEPA and other statutes.

In January 2023, the White House Council on Environmental Quality issued interim guidance to federal agencies for evaluating GHG emissions under NEPA that applies to certain federal actions such as oil and gas leasing and permitting on federal lands.

The interim guidance, which is subject to public comment until March 2023, recommends that agencies quantify a project’s reasonably foreseeable direct and indirect GHG emissions and assign a monetary impact of the GHGs by applying a social cost of carbon selected by the government.

Although the foregoing BOEM proposed Five-Year Program for offshore leasing, the White House Council on Environmental Quality guidance and lawsuits do not affect Occidental’s existing production or planned 2023 drilling and completions activity, restrictions or uncertainty regarding federal lease sales and permits and associated royalty and regulatory requirements could impact the future ability to develop resources efficiently on federal lands and in federal waters.

Significant areas of the Permian Basin in West Texas and Southeast New Mexico are subject to current or proposed land use restrictions under the Endangered Species Act.

In August 2022, in response to a lawsuit by advocacy groups, the U.S. Fish and Wildlife Service agreed to decide before the end of June 2023 whether to add the Dunes Sagebrush Lizard to the list of threatened and endangered species.

In November 2022, the U.S. Fish and Wildlife Service published a final rule listing the Lesser Prairie Chicken as endangered.

Although Occidental has entered into voluntary conservation agreements with respect to these and other species and their associated habitat in the Permian Basin, listing of such species may impose significant operational requirements and costs and increase the potential for litigation and enforcement actions.

Under these new regulations and through thoughtful surface location planning, Occidental has obtained COGCC approval for five Oil and Gas Development Plans, inclusive of 12 well pad and facility locations and approximately 150 wells.

In addition to the approximately 150 wells approved through the Oil and Gas Development Plan process, during the third quarter of 2022, Occidental became the first oil and gas operator in Colorado to obtain COGCC approval for the first Comprehensive Area Plan under the new COGCC rules.

This comprehensive plan will support nine well pads and approximately 140 new wells and will provide for substantial future development in a geographically remote area on Colorado’s eastern plains.

Oil and Gas Development Plans associated with the Comprehensive Area Plan will be submitted in 2023.

In 2016, the Toxic Substances Control Act (TSCA) was amended to expand the EPA’s authority to evaluate and regulate new and existing chemicals.

The EPA is currently evaluating, or developing regulations with respect to, certain chemicals that OxyChem produces or uses in its chemical manufacturing operations.

In April 2022, the EPA issued a proposed rule with respect to one chemical used in OxyChem’s manufacturing operations, but the EPA has not issued final regulations under the 2016 TSCA amendments with respect to any of these chemicals to date.

Depending on the scope of any such final regulations, or of future TSCA regulations, OxyChem’s ability to use certain chemicals or to manufacture or sell certain of its products could be restricted and its costs could increase.

|  | | | | | | RISK FACTORS | | |

In addition to the governmental actions described above, in February 2021, the Biden Administration established an Interagency Working Group to assign a price to the impact of each metric ton of GHG emissions that federal agencies could use to assess the benefits of more stringent GHG regulations and policy support for low-carbon projects.

The Interagency Working Group set an interim value of $51 per metric ton of CO2 emissions at a 3% discount rate, and is expected to issue an updated value in April 2023.

In November 2022, the EPA issued a supplemental proposal that would, through a combination of direct EPA regulation and state implementation plans, expand leak detection and repair programs, require rapid reporting and correction of larger emission sources, require emission controls for new and existing wells and facilities and certain types of activities, require replacement or conversion of certain emitting equipment such as pneumatic controllers, and encourage the use of advanced technologies to detect and measure methane emissions.

Provisions applicable to emission sources built or modified after November 2021 would apply upon publication of the final rule, expected in 2023, provisions applicable to existing sources would take effect in 2028, and state plans to implement the rule would be due in 2025.

The EPA has also requested public comments on the implementation of the IRA’s methane fee, and on the future expansion of the methane and volatile organic compound regulations to cover additional potential emission sources from abandoned but unplugged wells and certain pipeline and trucking activities.

In November 2022, the BLM also proposed regulations to restrict venting and flaring from oil and gas operations on federal lands which are expected to be issued in 2023.

In June 2022, the EPA proposed to amend its GHG Reporting Rule to incorporate additional oil and gas sources and equipment, revise existing emissions estimation methodologies and calculations, and increase data collection, particularly for new or modified emissions sources.

The EPA has proposed the amendments to apply to 2023 emissions that must be reported in the first quarter of 2024.

While the worldwide economy continues to be impacted by the ongoing effects of the COVID-19 pandemic and emergence and spread of new variants of the virus, demand for oil and gas products has increased with the lifting of certain restrictions, including certain travel restrictions and stay-at-home orders.

Our operations also may be adversely affected if significant portions of our workforce are unable to work, or work effectively, including because of illness, quarantines, government actions, vaccine mandates or other restrictions in connection with the pandemic.

As a result of higher vaccination rates and lower infection rates in 2021 we lifted certain workplace restrictions implemented in the initial stages of the pandemic and implemented new workplace safety protocols and procedures in our offices and work sites to help mitigate the spread of COVID-19 amongst our workforce.

We continue to monitor national, state and local government directives where we have operations and/or offices and have reinstituted a WFH schedule effective December 21, 2021, through March 1, 2022, for certain domestic office-based employees in light of the Omicron variant.

The extent to which the COVID-19 pandemic adversely affects our business, results of operations and financial condition will depend on future developments, which are highly uncertain, including the scope and duration of the pandemic and actions taken by governmental authorities and other third parties in response to the pandemic.

The COVID-19 pandemic may also materially adversely affect our operating and financial results in a manner that is not currently known to us or that we do not currently consider to present significant risks to our operations.

In November 2021, the House of Representatives passed the Build Back Better Act (BBB), which contains several climate-related provisions.

While the BBB was not enacted in 2021, renewed efforts are expected in 2022 to legislate BBB or portions thereof.

Provisions, if any, that reduce demand for oil and gas could negatively affect Occidental’s revenue.

If enacted, the regulations could increase royalties payable to the federal government and limit future potential drilling sites.

The decision does not affect Occidental’s existing leases or operations, but restrictions or uncertainty regarding federal lease sales and associated NEPA requirements could impact the ability to develop resources in areas outside of existing leases.

In December 2009, the Environmental Protection Agency (EPA) determined that CO2, methane and other GHG emissions endanger public health and the environment because they contribute to warming of the Earth’s atmosphere and other climatic changes.

Based on these findings, the EPA began adopting and implementing regulations to restrict GHG emissions under existing provisions of the Clean Air Act.

The EPA issued regulations in 2012 and 2016 to address methane and volatile organic compound (VOC) emissions from certain new or modified oil and gas sources, the methane provisions of which were rescinded by the Trump Administration’s 2020 methane policy rule.

The proposal would regulate

methane and VOC emissions from a broader set of new upstream and midstream operations, as well as various existing operations.

The EPA is expected to issue proposed regulations in 2022 based on this framework.

eliminate funds available for exploration, development, acquisitions or other investments in our business, or cause us to incur losses.

In 2019, Occidental entered into 2020 Brent-priced 3-way collars combined with 2021 call options on the same volume to manage its near-term exposure to cash flow variability from oil price risks in 2020.

The 2021 call options were sold to enhance the upside retention in 2020.

In 2020, management elected to hedge a portion of Occidental’s expected 2021 natural gas production to enhance cash flow stability.

purposes of estimating future discounted net cash flows from proved reserves.

We continue to develop new technology and strategies to meet our emissions goals.

As cyber attacks continue to evolve

Occidental’s operations in the Gulf of Mexico were negatively impacted by Hurricane Ida in 2021, which reduced production by approximately 2.5 million barrels of oil equivalent (MMboe), associated with safely shutting in production, evacuating and then restarting the platforms.

There can be no assurance that additional debt or equity financing will be available to Occidental in the future on acceptable terms, or at all.

adversely affected.

Any downgrade in the credit ratings of Occidental could negatively impact its cost of, and ability to access, capital and to effectively execute aspects of its strategy and may require Occidental to provide cash collateral, letters of credit or other forms of security under certain contractual agreements, which would increase Occidental’s operating costs and reduce liquidity.

The case was in the IRS appeals process until the second quarter of 2020; however, it has since been returned to the U.S. Tax Court, where a trial date has been set for July 2022 and Occidental expects to continue pursuing resolution.

| Current Business Outlook and [removed: [Strategy](#id7126fd2d66641da94d4284e21ad130b_76)] [added: [Strategy](#i86e58429a1ce4b2d8f6d6a071ee76a96_76)] | | | [removed: [22](#id7126fd2d66641da94d4284e21ad130b_76)] [added: [25](#i86e58429a1ce4b2d8f6d6a071ee76a96_76)] | | |

| [Oil and Gas [removed: Segment](#id7126fd2d66641da94d4284e21ad130b_79)] [added: Segment](#i86e58429a1ce4b2d8f6d6a071ee76a96_79)] | | | [removed: [25](#id7126fd2d66641da94d4284e21ad130b_79)] [added: [27](#i86e58429a1ce4b2d8f6d6a071ee76a96_79)] | | |

| [Chemical [removed: Segment](#id7126fd2d66641da94d4284e21ad130b_82)] [added: Segment](#i86e58429a1ce4b2d8f6d6a071ee76a96_82)] | | | [removed: [34](#id7126fd2d66641da94d4284e21ad130b_82)] [added: [37](#i86e58429a1ce4b2d8f6d6a071ee76a96_82)] | | |

| [Midstream and Marketing [removed: Segment](#id7126fd2d66641da94d4284e21ad130b_85)] [added: Segment](#i86e58429a1ce4b2d8f6d6a071ee76a96_85)] | | | [removed: [35](#id7126fd2d66641da94d4284e21ad130b_85)] [added: [38](#i86e58429a1ce4b2d8f6d6a071ee76a96_85)] | | |

| [Segment Results of Operations [removed: and](#id7126fd2d66641da94d4284e21ad130b_88)] [added: and](#i86e58429a1ce4b2d8f6d6a071ee76a96_88)] Items Affecting Comparability | | | [removed: [37](#id7126fd2d66641da94d4284e21ad130b_88)] [added: [40](#i86e58429a1ce4b2d8f6d6a071ee76a96_88)] | | |

| Income Taxes | | | [removed: [41](#id7126fd2d66641da94d4284e21ad130b_91)] [added: [45](#i86e58429a1ce4b2d8f6d6a071ee76a96_91)] | | |

| [Consolidated Results of [removed: Operations](#id7126fd2d66641da94d4284e21ad130b_94)] [added: Operations](#i86e58429a1ce4b2d8f6d6a071ee76a96_94)] | | | [removed: [42](#id7126fd2d66641da94d4284e21ad130b_94)] [added: [46](#i86e58429a1ce4b2d8f6d6a071ee76a96_94)] | | |

| [Liquidity and Capital [removed: Resources](#id7126fd2d66641da94d4284e21ad130b_97)] [added: Resources](#i86e58429a1ce4b2d8f6d6a071ee76a96_97)] | | | [removed: [44](#id7126fd2d66641da94d4284e21ad130b_97)] [added: [47](#i86e58429a1ce4b2d8f6d6a071ee76a96_97)] | | |

| [Lawsuits, Claims, Commitments and [removed: Contingencies](#id7126fd2d66641da94d4284e21ad130b_109)] [added: Contingencies](#i86e58429a1ce4b2d8f6d6a071ee76a96_112)] | | | [removed: [47](#id7126fd2d66641da94d4284e21ad130b_109)] [added: [49](#i86e58429a1ce4b2d8f6d6a071ee76a96_112)] | | |

| [Environmental Liabilities and [removed: Expenditures](#id7126fd2d66641da94d4284e21ad130b_112)] [added: Expenditures](#i86e58429a1ce4b2d8f6d6a071ee76a96_115)] | | | [removed: [48](#id7126fd2d66641da94d4284e21ad130b_112)] [added: [50](#i86e58429a1ce4b2d8f6d6a071ee76a96_115)] | | |

| [Critical Accounting Policies and [removed: Estimates](#id7126fd2d66641da94d4284e21ad130b_118)] [added: Estimates](#i86e58429a1ce4b2d8f6d6a071ee76a96_121)] | | | [removed: [51](#id7126fd2d66641da94d4284e21ad130b_118)] [added: [51](#i86e58429a1ce4b2d8f6d6a071ee76a96_121)] | | |

| [Safe Harbor Discussion Regarding Outlook and Other Forward-Looking [removed: Data](#id7126fd2d66641da94d4284e21ad130b_124)] [added: Data](#i86e58429a1ce4b2d8f6d6a071ee76a96_127)] | | | [removed: [55](#id7126fd2d66641da94d4284e21ad130b_124)] [added: [55](#i86e58429a1ce4b2d8f6d6a071ee76a96_127)] | | |

| [removed: OXY 2021 FORM 10-K] [added: 24] | | | [removed: 21] [added: OXY 2022 FORM 10-K] | | |

| [removed: ] [added: ] | | | | | | MANAGEMENT’S DISCUSSION AND ANALYSIS | | |

Occidental’s operations, financial condition, cash flows and levels of expenditures are highly dependent on oil prices and, to a lesser extent, NGL and natural gas prices, the Midland-to-Gulf-Coast oil [removed: spreads] [added: spreads, chemical product prices] and [added: inflationary pressures in] the [removed: prices it receives for its chemical products.][added: macro-economic environment.]

During [removed: 2021,] [added: 2022,] as compared to [removed: 2020,] [added: 2021,] the average annual [removed: price per barrel ($/Bbl)] [added: $/Bbl] of [removed: West Texas Intermediate (WTI)] [added: WTI] crude increased to [removed: $67.91] [added: $94.23] from [removed: $39.40] [added: $67.91] and the average annual Brent price per barrel increased to [removed: $70.78] [added: $98.83] from [removed: $43.21.][added: $70.78.]

Occidental is focused on delivering a unique shareholder value proposition with its [removed: integrated] portfolio of oil and gas, chemicals and midstream and marketing assets and its [removed: commitment to implement] [added: ongoing development of] carbon management and storage solutions and [removed: reduce] GHG [removed: emissions.][added: emissions reduction efforts.]

Occidental conducts its operations with a [removed: focus] [added: priority] on [removed: sustainability, health, safety, and environmental] [added: HSE, sustainability] and social responsibility.

■Advancing technologies and business solutions to help drive a sustainable low-carbon [removed: future.][added: future; and]

Occidental set new operational records and efficiency benchmarks in the Permian, Rockies, Gulf of [removed: Mexico] [added: Mexico, Oman] and [removed: Oman.][added: UAE.]

With the increase in commodity prices and Occidental’s focus on its [removed: cash costs and] operational efficiencies, Occidental’s higher cash flow allowed it to reduce its leverage and [removed: improve] [added: advance] its [removed: liquidity position.][added: shareholder return framework.]

As of December 31, [removed: 2021,] [added: 2022,] Occidental had debt maturities of approximately [removed: $101] [added: $22] million in [removed: 2022, $465 million] [added: 2023, $1.1 billion] in [removed: 2023] [added: 2024] and [removed: $1.7] [added: $1.2] billion in [removed: 2024.][added: 2025.]

Occidental’s [removed: $2.3 billion] [added: $673 million] Zero [removed: Coupon senior notes due 2036 (Zero Coupons)] [added: Coupons] can be put to Occidental in October of each year, in whole or in part, for the then accreted value of the outstanding Zero Coupons.

The Zero Coupons can next be put to Occidental in October [removed: 2022,] [added: 2023,] which, if put in whole, would require a payment of approximately [removed: $1.1 billion] [added: $344 million] at such date.

Occidental currently has the intent and ability to meet this obligation, including, if necessary, using amounts available under the [removed: revolving credit facility (RCF)] [added: RCF] should the put right be exercised.

[removed: See] [added: [See](#i86e58429a1ce4b2d8f6d6a071ee76a96_187)] [Note [removed: 8] [added: 10] - [removed: Derivative](#id7126fd2d66641da94d4284e21ad130b_187)s] [added: Income Taxes](#i86e58429a1ce4b2d8f6d6a071ee76a96_187)] in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form [removed: 10-K for further discussion.][added: 10-K.]

| [removed: 22 | | |] OXY [removed: 2021] [added: 2022] FORM 10-K | | | [added: 25 | | |]

As of the date of this filing, Occidental’s long-term debt was rated BB+ by Fitch Ratings, [removed: Ba2] [added: Ba1] by Moody’s Investors Service and BB+ by Standard and Poor’s.

Occidental’s non-investment grade debt rating may require Occidental [added: or its subsidiaries] to provide financial assurance in the form of cash, letters of credit, surety bonds or other acceptable support under certain contractual arrangements.

These goals include achieving net-zero GHG emissions (i) from its operations and energy use before 2040, with an ambition to do so before 2035, and (ii) from [added: its total carbon inventory, including] the use of its sold [removed: products] [added: products,] with an ambition to do so before 2050.

In 2020, Occidental also set various interim targets, including 2025 carbon and methane intensity targets, and Occidental was [removed: also] the first U.S. oil and gas company to endorse the World Bank’s initiative for zero routine flaring by 2030.

Occidental believes that carbon removal technologies, including DAC and CCUS, can, with incentives necessary for their development and deployment, provide essential CO2 reductions [removed: in the medium term, while] [added: to assist] the [removed: world transitions] [added: world’s transition] to a [removed: lower carbon intensive] [added: less carbon-intensive] economy.

[added: During 2022,] Occidental [removed: has undertaken] [added: undertook] the following actions, among others, toward advancing its low-carbon strategy:

The future costs associated with emissions reduction, carbon removal and CCUS to meet its long-term net-zero GHG goals may be substantial and execution of its plans [added: and net-zero pathway] depends on securing [removed: financing.][added: third-party capital investments.]

| [removed: OXY 2021 FORM 10-K] [added: 26] | | | [removed: 23] [added: OXY 2022 FORM 10-K] | | |

In addition to efficient capital allocation and deployment discussed below in the section titled [Oil and Gas Segment - Business [removed: Strategy](#id7126fd2d66641da94d4284e21ad130b_79)*,*] [added: Strategy](#i86e58429a1ce4b2d8f6d6a071ee76a96_79)*,*] Occidental believes [removed: the following are] its most significant performance [removed: indicators:][added: indicators are:]

■Total spend per barrel - In [removed: 2022,] [added: 2023,] Occidental will continue to focus on controlling total costs from a per-barrel perspective.

[removed: ■Cash returns on capital employed (CROCE)] [added: ■CROCE] - CROCE is calculated as (i) the cash flows from operating activities, before changes in working capital, plus distributions from WES classified as investing cash flows, divided by (ii) the average of the opening and closing balances of total equity plus total debt.

■Specific [added: interim] emissions [removed: reduction,] [added: reduction and] emissions intensity [removed: and zero routine flaring] targets to advance our goal of net-zero operational and energy use emissions before 2040, with an ambition to achieve before 2035.

| [removed: 24 | | |] OXY [removed: 2021] [added: 2022] FORM 10-K | | | [added: 27 | | |]

The following sections include a discussion of results for fiscal 2022 compared to fiscal 2021 as well as certain 2020 results.

The comparative results for fiscal 2021 with fiscal 2020 generally have not been included in this Form 10-K, but may be found in “Part II - Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

| Global [Investments](#i86e58429a1ce4b2d8f6d6a071ee76a96_118) | | | [50](#i86e58429a1ce4b2d8f6d6a071ee76a96_118) | | |

The return of oil demand to its pre-pandemic levels, the ongoing global impact of the Russia-Ukraine war and the limited increase in supply in 2022 have resulted in an increase in benchmark oil prices year-over-year.

Occidental does not operate or own assets in either Russia or Ukraine.

It is expected that the price of oil will be volatile for the foreseeable future given the current geopolitical risks, the ongoing global impact of the Russia-Ukraine war, and uncertainty around the global economy, oil demand in China as it emerges from its zero-COVID policy, production levels in OPEC and non-OPEC oil producing countries and further releases from or additions to the US Strategic Petroleum Reserve.

Occidental works to manage inflation impacts by capitalizing on operational efficiencies, locking in pricing on longer term contracts and working closely with vendors to secure the supply of critical materials.

As of December 31, 2022, substantially all of Occidental's outstanding debt is fixed rate.

■Returning capital to shareholders, while redeeming a portion of preferred equity to continue improving Occidental’s financial position;

■Enhancing its existing asset base with new investments in its core cash-generative oil and gas and chemical businesses as well as emerging low-carbon businesses with a focus on its net-zero pathway;

■Further reducing long-term financial leverage.

Occidental's operational priorities for 2022 were to maximize operational efficiencies by investing $4.5 billion in high return assets to generate long-term sustainable free cash flow that will provide cash flow stability throughout the commodity cycle.

OxyChem generated record earnings, beating its previous record set in 2021.

Strong cash flow in 2022 allowed Occidental to continue its deleveraging efforts.

In 2022, Occidental reduced its debt principal by more than $10.5 billion, leaving less than $18.0 billion outstanding as of December 31, 2022, and meeting its near-term debt reduction goal.

The current maturity of $22 million was paid in January 2023, leaving no debt maturing in 2023.

In the year ended December 31, 2022, Occidental settled all outstanding interest rate swaps with $255 million in cash and the application of $144 million collateral, leaving none outstanding as of December 31, 2022.

Occidental believes the deleveraging performed to date may lead to future ratings upgrades, but cannot determine the timing of any potential ratings change.

|  | | | | | | MANAGEMENT’S DISCUSSION AND ANALYSIS | | |

SHAREHOLDER RETURN FRAMEWORK

Capital is returned to shareholders through Occidental’s dividend and share repurchases.

Occidental’s current dividend is $0.18 per share per quarter, or $0.72 on an annualized basis.

During the fourth quarter of 2022, Occidental completed its $3.0 billion share repurchase program.

In February 2023, the Board authorized a new share repurchase program of up to $3.0 billion of Occidental’s shares of common stock.

Occidental anticipates that a higher percentage of excess free cash flow is expected to be allocated to shareholder returns in 2023 with the intention to begin redeeming the preferred stock.

Occidental’s preferred stock includes a mandatory redemption provision that obligates Occidental to redeem the preferred at 110% of the par value on a dollar-for-dollar basis for every dollar distributed to common shareholders above $4.00 per share, on a trailing 12-month basis.

In 2022, the Board of Directors adopted Occidental’s updated HSE and Sustainability Principles, based on engagement with shareholders, employees and other stakeholders.

The Principles reinforce the alignment among Occidental’s core values, goals and strategies, underpin our operational management system, and help to guide our workforce across our businesses.

■Achieved zero routine flaring of gas across its U.S. oil and gas operations, 8 years ahead of the World Bank’s 2030 target;

■Reduced estimated methane emissions by 33% from the 2020 baseline;

■Began construction activities for DAC 1 in the Permian;

■Acquired interests in approximately 265,000 net acres of pore space access along the U.S. Gulf Coast; and

■Invested approximately $530 million in low-carbon businesses, technologies, and net-zero pathway advancements, including the aforementioned pore space.

Occidental is pursuing multiple pathways to fund these projects including project financing, long-term carbon removal or CCUS agreements, and identifying business opportunities with stakeholders in carbon-intensive industries

■Daily production - Occidental seeks to maximize field operability and minimize production down-time.

■Maintain and improve financial leverage to a level consistent with investment grade credit metrics.

|  | | | | | | MANAGEMENT’S DISCUSSION AND ANALYSIS | | |

The oil and gas segment maximizes efficiencies to deliver lower breakeven costs and generate excess free cash flow.

■Using secondary and tertiary recovery techniques in mature fields; and

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| Global [Investments](#id7126fd2d66641da94d4284e21ad130b_115) | | | [50](#id7126fd2d66641da94d4284e21ad130b_115) | | |

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

While the worldwide economy continues to be impacted by the ongoing effects of the COVID-19 pandemic and emergence and spread of new variants of the virus, demand for oil has returned to near pre-pandemic levels.

Current uncertainty of whether oil supply will be able to sustain a continued supply response, as well as geopolitical risks, have resulted in a significant increase to benchmark oil prices.

In addition, current oil prices could be negatively impacted by the emergence of new COVID-19 variants, slow vaccine distribution in developing economies or the recurrence or tightening of travel restrictions and stay-at-home orders.

■Enhancing capital and operational efficiency to sustain 2021 production levels and free cash flow;

■Reducing financial leverage while maintaining a robust liquidity position;

■Returning additional capital to shareholders while continuing to reduce debt and improve Occidental’s financial position; and

Occidental's operational priorities for 2021 were to sustain production in-line with its 2020 fourth quarter rate by investing $2.9 billion in capital and maintaining a majority of the cost savings achieved in 2020.

Occidental adhered to its capital budget and exceeded its original 2021 production guidance by 27 thousand barrels of oil equivalent per day (Mboe/d).

Additionally, OxyChem recorded its highest earnings in 30 years, largely as a result of stronger realized pricing and margins across most product lines with improved demand.

Occidental used its excess cash flow generated during 2021, coupled with divestiture proceeds, to continue to strengthen its balance sheet by reducing its debt and other financial obligations.

In 2021, Occidental reduced total borrowings at face value of over $6.7 billion and retired interest rate swaps with a notional value of $750 million.

The 2021 balance sheet improvement efforts have significantly reduced debt maturities in the near and medium terms, which will allow Occidental more operational flexibility and the ability to pay down additional debt in the future with a more opportunistic approach.

In January 2022, Occidental paid off its last 2022 maturity for $101 million.

The remaining interest rate swaps with a fair value of $428 million, net of collateral, as of December 31, 2021, have mandatory termination dates in September 2022 and 2023.

The interest rate swaps’ fair value, and cash required to settle them on their termination dates, will continue to fluctuate with changes in interest rates through the mandatory termination dates.

As of December 31, 2021, all of Occidental’s Brent-priced sold calls and two way natural gas collars have expired.

In January, 2022, Standard and Poor’s upgraded Occidental’s credit rating to BB+.

In 2021, Occidental made progress on these sustainability commitments and established additional interim targets toward its net-zero goals to advance a low-carbon future.

■Incorporated specific GHG emissions reduction targets in its RCF and receivables securitization facility, which can impact its costs related to its borrowing facilities;

■Invested in a third party to develop a zero-emission natural gas generation demonstration facility and license the underlying technology;

■Initiated a front end engineering and design study on an industrial scale DAC facility;

■Implemented multiple programs to reduce emissions and the routine flaring of gas;

■Delivered the world’s first cargo of carbon-neutral oil in January 2021;

■Formed teams to specifically advance Occidental’s environmental, social and governance goals and associated accounting, and report to executive management; and

■Provided technical advisory services to third parties regarding their CCUS projects.

In 2022, OLCV plans to invest approximately $300 million in the development and commercialization of new technologies and low-carbon business models.

In addition, Occidental plans to invest approximately $83 million in emissions reduction capital projects at its existing oil and gas, chemical and other midstream operations in 2022, such as retrofitting facilities to reduce CO2, methane and other air emissions.

Occidental is pursuing multiple pathways to finance these projects including:

■Project financing with long-term carbon removal or CCUS agreements;

■Identifying business opportunities with stakeholders in carbon-intensive industries; and

■Occidental self-funding with excess cash flow.

LIQUIDITY

Occidental exited 2021 with cash and cash equivalents of $2.8 billion and total borrowings at face value of $28.5 billion.

Occidental undertook the following actions to improve its liquidity position beyond the improvements provided by 2021’s strong cash flows:

■Maintained its 2021 capital budget of $2.9 billion while exceeding production guidance;

Price changes at current global prices and levels of production affect Occidental’s budgeted [removed: 2022] [added: 2023] pre-tax annual income by approximately $200 million for a $1 per barrel change in oil prices and approximately $30 million for a $1 per barrel change in NGL prices.

If domestic natural gas prices varied by $0.10 per Mcf, it would have an estimated annual effect on Occidental’s budgeted [removed: 2022] [added: 2023] pre-tax income of approximately [removed: $40] [added: $30] million.

A $0.25 change in the Midland-to-Gulf-Coast oil spreads impacts budgeted [removed: 2022] [added: 2023] operating cash flows by approximately $65 million.

| Source of Fair Value Assets (Liabilities) *millions* | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] and [removed: 2024] [added: 2025] | | | | | | [removed: 2025] [added: 2026] and [removed: 2026] [added: 2027] | | | | | | [removed: 2027] [added: 2028] and thereafter | | | | | | Total | | |

| Prices actively quoted | | | | | | $ | [removed: (91)] [added: (18)] | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | [removed: (91)] [added: (18)] | |

| Prices provided by other external sources | | | | | | [removed: (23)] [added: 31] | | | | | | [removed: —] [added: 1] | | | | | | — | | | | | | — | | | | | | [removed: (23)] [added: 32] | | |

| Total | | | | | | $ | [removed: (114)] [added: 13] | | | | | $ | [removed: —] [added: 1] | | | | | $ | — | | | | | $ | — | | | | | $ | [removed: (114)] [added: 14] | |

| 56 | | | OXY [removed: 2021] [added: 2022] FORM 10-K | | |

| [removed: ] [added: ] | | | | | | QUANTITATIVE AND QUALITATIVE DISCLOSURES | | |

As of December 31, [removed: 2021,] [added: 2022,] Occidental had [removed: variable] [added: fixed] rate debt with a [removed: notional] [added: fair] value of [removed: $68 million] [added: $17.5 billion] outstanding.

A 25-basis point change in Treasury rates would change the fair value of the fixed rate debt approximately [removed: $629] [added: $295] million.

| 2023 | | | | | | [removed: 465] [added: $] | [added: 22] | | | | | [removed: —] [added: $] | [added: —] | | | | | [removed: 465] [added: $] | [added: 22] | |

| Weighted-average interest rate | | | | | | [removed: 5.10%] [added: 5.92%] | | | | | | [removed: 0.90] [added: 5.32%] | | [removed: %] | | | | [removed: 5.09%] [added: 5.91%] | | |

(a)Excluded net unamortized debt premiums of [removed: $670 million] [added: $1.3 billion] and debt issuance costs of [removed: $135] [added: $73] million.

As of December 31, [removed: 2021,] [added: 2022,] the substantial majority of the credit exposures were with investment grade counterparties.

Occidental believes its exposure to credit-related losses as of December 31, [removed: 2021,] [added: 2022,] was not material and losses associated with credit risk have been insignificant for all years presented.

| OXY [removed: 2021] [added: 2022] FORM 10-K | | | 57 | | |

| [removed: ] [added: ] | | | | | | FINANCIAL STATEMENTS INDEX | | |

| 2024 | | | | | | 1,056 | | | | | | — | | | | | | 1,056 | | |

| 2025 | | | | | | 1,208 | | | | | | — | | | | | | 1,208 | | |

| 2026 | | | | | | 1,448 | | | | | | — | | | | | | 1,448 | | |

| 2027 | | | | | | 903 | | | | | | — | | | | | | 903 | | |

| Thereafter | | | | | | 13,253 | | | | | | 68 | | | | | | 13,321 | | |

| Total | | | | | | $ | 17,890 | | | | | $ | 68 | | | | | $ | 17,958 | |

| Fair Value | | | | | | $ | 17,508 | | | | | $ | 68 | | | | | $ | 17,576 | |

Occidental uses forwards derivative instruments to manage its exposure to commodity price fluctuations for oil and natural gas and swaps to manage interest rate risks.

Occidental pays fixed interest rates and receives a floating interest rate indexed to three-month LIBOR on its interest rate swaps.

The remaining swaps have mandatory termination dates in September 2022 and 2023 with notional amounts of $275 million and $450 million, respectively, as of December 31, 2021.

As of December 31, 2021, Occidental had a net liability of approximately $428 million based on the fair value of the swaps of negative $751 million netted against $323 million in posted cash collateral.

A 25-basis point decrease in implied LIBOR rates over the term of the swaps would result in an additional liability of approximately $88 million on these swaps.

A 25-basis point increase in LIBOR interest rates would increase gross interest expense approximately $1.7 million per year.

As of December 31, 2021, Occidental had fixed rate debt with a fair value of $31.1 billion outstanding.

| 2022 (b) | | | | | | $ | 101 | | | | | $ | — | | | | | $ | 101 | |

| 2024 | | | | | | 1,725 | | | | | | — | | | | | | 1,725 | | |

| 2025 | | | | | | 2,476 | | | | | | — | | | | | | 2,476 | | |

| 2026 | | | | | | 2,788 | | | | | | — | | | | | | 2,788 | | |

| Thereafter | | | | | | 20,870 | | | | | | 68 | | | | | | 20,938 | | |

| Total | | | | | | $ | 28,425 | | | | | $ | 68 | | | | | $ | 28,493 | |

| Fair Value | | | | | | $ | 31,075 | | | | | $ | 68 | | | | | $ | 31,143 | |

(b)In January 2022, Occidental used cash on hand to repay $101 million in outstanding 2.600% senior notes due April 2022 at face value.

Certain OTC derivative instruments contain credit-risk-contingent features, primarily tied to credit ratings for Occidental or its counterparties, which may affect the amount of collateral that each party would need to post.

The fair value of derivative instruments with credit-risk-contingent features, that were net liabilities as of December 31, 2021 was $107 million (net of $323 million collateral) and $104 million (net of $374 million collateral) as of December 31, 2020.

Credit-risk-contingent features are primarily related to interest rate swaps.

For information regarding [added: other] legal proceedings, see the information under Lawsuits, Claims, Commitments and Contingencies in the Management’s Discussion and Analysis section of this Form 10-K and in [Note 13 - Lawsuits, Claims, Commitments and [removed: Contingencies](#id7126fd2d66641da94d4284e21ad130b_193)] [added: Contingencies](#i86e58429a1ce4b2d8f6d6a071ee76a96_196)] in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K.

Occidental has elected to use a $1 million threshold for disclosing certain proceedings arising under federal, state or local environmental laws when a governmental authority is a party and potential monetary sanctions are involved.

Occidental believes proceedings under this threshold are not material to Occidental's business and financial condition.

In January 2023, the U.S. District Court for the District of New Mexico entered a consent decree under which two Occidental subsidiaries settled a previously-reported citizen suit alleging violations of certain federal air quality regulations, which the subsidiaries deny, by paying a civil penalty of $500,000 to the U.S. Department of the Treasury and depositing an additional $500,000 with the U.S. District Court for the District of New Mexico to fund a supplemental environmental project in lieu of penalties, among other terms.

| | | | For the fiscal year ended | | | December 31, [removed: 2021] [added: 2022] | | | | | | For the transition period from to | | | | | |

The aggregate market value of the registrant’s Common Stock held by nonaffiliates of the registrant was approximately [removed: $29.2] [added: $53.0] billion computed by reference to the closing price on the New York Stock Exchange of [removed: $31.27] [added: $58.88] per share of Common Stock on June 30, [removed: 2021.][added: 2022.]

As of January 31, [removed: 2022,] [added: 2023,] there were [removed: 934,063,989] [added: 900,072,447] shares of Common Stock outstanding, par value $0.20 per share.

| Items 1 and 2. | | | [Business and [removed: Properties](#id7126fd2d66641da94d4284e21ad130b_19)] [added: Properties](#i86e58429a1ce4b2d8f6d6a071ee76a96_19)] | | | [removed: [2](#id7126fd2d66641da94d4284e21ad130b_19)] [added: [3](#i86e58429a1ce4b2d8f6d6a071ee76a96_19)] | | |

| | | | Human Capital Resources | | | [removed: [2](#id7126fd2d66641da94d4284e21ad130b_25)] [added: [3](#i86e58429a1ce4b2d8f6d6a071ee76a96_25)] | | |

| | | | [Available [removed: Information](#id7126fd2d66641da94d4284e21ad130b_28)] [added: Information](#i86e58429a1ce4b2d8f6d6a071ee76a96_28)] | | | [removed: [5](#id7126fd2d66641da94d4284e21ad130b_28)] [added: [6](#i86e58429a1ce4b2d8f6d6a071ee76a96_28)] | | |

| | | | [Oil and Gas [removed: Operations](#id7126fd2d66641da94d4284e21ad130b_31)] [added: Operations](#i86e58429a1ce4b2d8f6d6a071ee76a96_31)] | | | [removed: [6](#id7126fd2d66641da94d4284e21ad130b_31)] [added: [7](#i86e58429a1ce4b2d8f6d6a071ee76a96_31)] | | |

| | | | [Chemical [removed: Operations](#id7126fd2d66641da94d4284e21ad130b_37)] [added: Operations](#i86e58429a1ce4b2d8f6d6a071ee76a96_37)] | | | [removed: [7](#id7126fd2d66641da94d4284e21ad130b_37)] [added: [8](#i86e58429a1ce4b2d8f6d6a071ee76a96_37)] | | |

| | | | [Midstream and Marketing [removed: Operations](#id7126fd2d66641da94d4284e21ad130b_43)] [added: Operations](#i86e58429a1ce4b2d8f6d6a071ee76a96_43)] | | | [removed: [8](#id7126fd2d66641da94d4284e21ad130b_43)] [added: [9](#i86e58429a1ce4b2d8f6d6a071ee76a96_43)] | | |

| | | | [Environmental [removed: Regulation](#id7126fd2d66641da94d4284e21ad130b_46)] [added: Regulation](#i86e58429a1ce4b2d8f6d6a071ee76a96_46)] | | | [removed: [9](#id7126fd2d66641da94d4284e21ad130b_46)] [added: [6](#i86e58429a1ce4b2d8f6d6a071ee76a96_46)] | | |

| Item 1A. | | | [Risk [removed: Factors](#id7126fd2d66641da94d4284e21ad130b_49)] [added: Factors](#i86e58429a1ce4b2d8f6d6a071ee76a96_49)] | | | [removed: [9](#id7126fd2d66641da94d4284e21ad130b_49)] [added: [10](#i86e58429a1ce4b2d8f6d6a071ee76a96_49)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#id7126fd2d66641da94d4284e21ad130b_52)] [added: Comments](#i86e58429a1ce4b2d8f6d6a071ee76a96_52)] | | | [removed: [17](#id7126fd2d66641da94d4284e21ad130b_52)] [added: [20](#i86e58429a1ce4b2d8f6d6a071ee76a96_52)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#id7126fd2d66641da94d4284e21ad130b_55)] [added: Proceedings](#i86e58429a1ce4b2d8f6d6a071ee76a96_55)] | | | [removed: [17](#id7126fd2d66641da94d4284e21ad130b_55)] [added: [20](#i86e58429a1ce4b2d8f6d6a071ee76a96_55)] | | |

| Item 4. | | | Mine Safety Disclosures | | | [removed: [17](#id7126fd2d66641da94d4284e21ad130b_58)] [added: [20](#i86e58429a1ce4b2d8f6d6a071ee76a96_58)] | | |

| | | | [Information about [removed: our] Executive [removed: Officers](#id7126fd2d66641da94d4284e21ad130b_61)] [added: Officers](#i86e58429a1ce4b2d8f6d6a071ee76a96_61)] | | | [removed: [18](#id7126fd2d66641da94d4284e21ad130b_61)] [added: [21](#i86e58429a1ce4b2d8f6d6a071ee76a96_61)] | | |

| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#id7126fd2d66641da94d4284e21ad130b_67)] [added: Securities](#i86e58429a1ce4b2d8f6d6a071ee76a96_67)] | | | [removed: [19](#id7126fd2d66641da94d4284e21ad130b_67)] [added: [22](#i86e58429a1ce4b2d8f6d6a071ee76a96_67)] | | |

| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations (MD&A)](#id7126fd2d66641da94d4284e21ad130b_73)] [added: Operations](#i86e58429a1ce4b2d8f6d6a071ee76a96_73)] | | | [removed: [21](#id7126fd2d66641da94d4284e21ad130b_73)] [added: [24](#i86e58429a1ce4b2d8f6d6a071ee76a96_73)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#id7126fd2d66641da94d4284e21ad130b_127)] [added: Risk](#i86e58429a1ce4b2d8f6d6a071ee76a96_130)] | | | [removed: [56](#id7126fd2d66641da94d4284e21ad130b_127)] [added: [56](#i86e58429a1ce4b2d8f6d6a071ee76a96_130)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#id7126fd2d66641da94d4284e21ad130b_130)] [added: Data](#i86e58429a1ce4b2d8f6d6a071ee76a96_133)] | | | [removed: [58](#id7126fd2d66641da94d4284e21ad130b_130)] [added: [58](#i86e58429a1ce4b2d8f6d6a071ee76a96_133)] | | |

| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#id7126fd2d66641da94d4284e21ad130b_229)] [added: Disclosure](#i86e58429a1ce4b2d8f6d6a071ee76a96_229)] | | | [removed: [130](#id7126fd2d66641da94d4284e21ad130b_229)] [added: [127](#i86e58429a1ce4b2d8f6d6a071ee76a96_229)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#id7126fd2d66641da94d4284e21ad130b_232)] [added: Procedures](#i86e58429a1ce4b2d8f6d6a071ee76a96_232)] | | | [removed: [130](#id7126fd2d66641da94d4284e21ad130b_232)] [added: [127](#i86e58429a1ce4b2d8f6d6a071ee76a96_232)] | | |

| Item 9B. | | | [Other [removed: Information](#id7126fd2d66641da94d4284e21ad130b_241)] [added: Information](#i86e58429a1ce4b2d8f6d6a071ee76a96_241)] | | | [removed: [130](#id7126fd2d66641da94d4284e21ad130b_241)] [added: [127](#i86e58429a1ce4b2d8f6d6a071ee76a96_241)] | | |

| Item 9C. | | | Disclosure Regarding Foreign Jurisdictions that Prevented Inspections | | | [removed: [130](#id7126fd2d66641da94d4284e21ad130b_2769)] [added: [127](#i86e58429a1ce4b2d8f6d6a071ee76a96_244)] | | |

| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#id7126fd2d66641da94d4284e21ad130b_247)] [added: Governance](#i86e58429a1ce4b2d8f6d6a071ee76a96_250)] | | | [removed: [131](#id7126fd2d66641da94d4284e21ad130b_247)] [added: [128](#i86e58429a1ce4b2d8f6d6a071ee76a96_250)] | | |

| Item 11. | | | [Executive [removed: Compensation](#id7126fd2d66641da94d4284e21ad130b_250)] [added: Compensation](#i86e58429a1ce4b2d8f6d6a071ee76a96_253)] | | | [removed: [131](#id7126fd2d66641da94d4284e21ad130b_250)] [added: [128](#i86e58429a1ce4b2d8f6d6a071ee76a96_253)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#id7126fd2d66641da94d4284e21ad130b_253)] [added: Matters](#i86e58429a1ce4b2d8f6d6a071ee76a96_256)] | | | [removed: [131](#id7126fd2d66641da94d4284e21ad130b_253)] [added: [128](#i86e58429a1ce4b2d8f6d6a071ee76a96_256)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions and Director [removed: Independence](#id7126fd2d66641da94d4284e21ad130b_256)] [added: Independence](#i86e58429a1ce4b2d8f6d6a071ee76a96_259)] | | | [removed: [131](#id7126fd2d66641da94d4284e21ad130b_256)] [added: [128](#i86e58429a1ce4b2d8f6d6a071ee76a96_259)] | | |

| Item 14. | | | [Principal Accounting Fees and [removed: Services](#id7126fd2d66641da94d4284e21ad130b_259)] [added: Services](#i86e58429a1ce4b2d8f6d6a071ee76a96_262)] | | | [removed: [132](#id7126fd2d66641da94d4284e21ad130b_259)] [added: [129](#i86e58429a1ce4b2d8f6d6a071ee76a96_262)] | | |

| Item 15. | | | [Exhibits and Financial Statement [removed: Schedules](#id7126fd2d66641da94d4284e21ad130b_265)] [added: Schedules](#i86e58429a1ce4b2d8f6d6a071ee76a96_268)] | | | [removed: [132](#id7126fd2d66641da94d4284e21ad130b_265)] [added: [129](#i86e58429a1ce4b2d8f6d6a071ee76a96_268)] | | |

| Item 16. | | | [Form 10-K [removed: Summary](#id7126fd2d66641da94d4284e21ad130b_268)] [added: Summary](#i86e58429a1ce4b2d8f6d6a071ee76a96_271)] | | | [removed: [134](#id7126fd2d66641da94d4284e21ad130b_268)] [added: [131](#i86e58429a1ce4b2d8f6d6a071ee76a96_271)] | | |

| [removed: ] [added: ] | | | | | | BUSINESS AND PROPERTIES | | |

In this [removed: report,] [added: Form 10-K,] “Occidental”, [removed: “we” and] [added: “we”,] “our” [added: and “the Company”] refers to Occidental Petroleum Corporation, a Delaware corporation incorporated in 1986, or Occidental and one or more entities in which it owns a controlling interest (subsidiaries).

The oil and gas segment explores for, develops and produces oil (which includes condensate), [removed: natural gas liquids (NGL)] [added: NGL] and natural gas.

The chemical segment [removed: (OxyChem)] primarily manufactures and markets basic chemicals and vinyls.

The midstream and marketing segment purchases, markets, gathers, processes, transports and stores [removed: oil (which includes condensate),] [added: oil,] NGL, natural gas, [removed: carbon dioxide (CO2)] [added: CO2] and power.

It also optimizes its transportation and storage capacity, and invests in entities that conduct similar activities, such as [removed: Western Midstream Partners, L.P. (WES).][added: WES.]

The midstream and marketing segment also includes [removed: Occidental’s low carbon ventures (OLCV) businesses.][added: OLCV.]

OLCV seeks to leverage Occidental’s legacy of carbon management expertise to develop [removed: carbon capture, utilization and storage (CCUS)] [added: CCUS] projects, including the commercialization of [removed: direct air capture (DAC)] [added: DAC] technology, and invests in other low-carbon technologies intended to reduce [removed: greenhouse gas (GHG)] [added: GHG] emissions from [removed: our] [added: its] operations and strategically partner with other industries to help reduce their emissions.

[removed: On August 8, 2019,] [added: | Anadarko Acquisition | | | A transaction] pursuant to the Agreement and Plan of Merger dated May 9, 2019, [added: in which] Occidental acquired all of the outstanding shares of Anadarko [removed: Petroleum Corporation (Anadarko), through a transaction] [added: on August 8, 2019, and] in which a wholly owned subsidiary of Occidental merged with and into Anadarko [removed: (the Acquisition).][added: | | |]

For [removed: further] [added: environmental regulation information, including associated costs, see the] information [removed: regarding Occidental’s segments, geographic areas of operation] [added: under Environmental Liabilities] and [removed: current developments, see] [added: Expenditures in] the Management’s Discussion and Analysis of Financial Condition and Results of Operations section under Part II, Item [removed: 7,] [added: 7] of this Form [removed: 10-K] [added: 10-K, Risk Factors under Part I, Item 1A of this Form 10K] and [added: in] [Note [removed: 16] [added: 12] - [removed: Industry Segments] [added: Environmental Liabilities] and [removed: Geographic Areas](#id7126fd2d66641da94d4284e21ad130b_214)] [added: Expenditures](#i86e58429a1ce4b2d8f6d6a071ee76a96_193) and [Note 13 - Lawsuits, Claims, Commitments and Contingencies](#i86e58429a1ce4b2d8f6d6a071ee76a96_196)] in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K.

| | | | [General](#i86e58429a1ce4b2d8f6d6a071ee76a96_22) | | | [3](#i86e58429a1ce4b2d8f6d6a071ee76a96_22) | | |

| ABBREVIATIONS USED WITHIN THIS DOCUMENT | | | | | |

| AAPG | | | American Association of Petroleum Geologists | | |

| AOC | | | Administrative Order on Consent | | |

| Anadarko | | | Anadarko Petroleum Corporation and its consolidated subsidiaries | | |

| Andes | | | Andes Petroleum Ecuador Ltd. | | |

| ARO | | | asset retirement obligations | | |

| Bcf | | | billions of cubic feet | | |

| Berkshire Hathaway | | | Berkshire Hathaway Inc. | | |

| BLM | | | U.S. Bureau of Land Management | | |

| the Board | | | Occidental Board of Directors | | |

| Boe | | | barrels of oil equivalent | | |

| BOEM | | | U.S. Bureau of Ocean Energy Management | | |

| CCUS | | | carbon capture, utilization and storage | | |

| CERCLA | | | Comprehensive Environmental Response, Compensation, and Liability Act | | |

| CO2 | | | carbon dioxide | | |

| COGCC | | | Colorado Oil and Gas Conservation Commission | | |

| Common Stock Warrants | | | a distribution of warrants to holders of Occidental common stock | | |

| CROCE | | | cash returns on capital employed | | |

| CROCEI | | | cash return on capital employed incentive | | |

| DAC | | | direct air capture | | |

| DASS | | | Diamond Alkali Superfund Site | | |

| DD&A | | | depreciation, depletion and amortization | | |

| DEL | | | Dolphin Energy Limited | | |

| DIB | | | diversity, inclusion and belonging | | |

| DOJ | | | U.S. Department of Justice | | |

| DSCC | | | Diamond Alkali Chemicals Company | | |

| EDC | | | ethylene dichloride | | |

| EOR | | | enhanced oil recovery | | |

| EPA | | | U.S. Environmental Protection Agency | | |

| EPS | | | earnings per share | | |

| ERG | | | Employee Resource Group | | |

| Exchange Act | | | Securities Exchange Act of 1934 | | |

| GAAP | | | Generally accepted accounting principles | | |

| GHG | | | greenhouse gas | | |

| HSE | | | health, safety and environmental | | |

| Kerr-McGee | | | Kerr-McGee Corporation and certain of its subsidiaries | | |

| LIBOR | | | London Interbank Offered Rate | | |

| LIFO | | | last-in, first-out | | |

| OCI | | | other comprehensive income | | |

| | | | [General](#id7126fd2d66641da94d4284e21ad130b_22) | | | [2](#id7126fd2d66641da94d4284e21ad130b_22) | | |

The Acquisition added to Occidental's oil and gas portfolio, primarily in the Permian Basin, DJ Basin, Gulf of Mexico and Algeria, and an interest in WES.

Occidental’s culture of diversity, inclusion and belonging (DIB) supports an environment where employees’ differences are not only appreciated, but also celebrated and encouraged, with the goal that all employees are included and everyone feels that they belong.

In the first quarter of 2021, Occidental established the DIB Advisory Board and the DIB Ambassador Committee.

In October 2021, Occidental’s DIB team hosted its inaugural company-wide DIB live event.

COVID-19 RESPONSE

Occidental and the communities in which we operate continue to be impacted by the ongoing effects of the COVID-19 pandemic and emergence and spread of new variants of the virus.

Throughout the pandemic, Occidental has remained committed to ensuring the safety of our employees and communities while continuing to operate critical national infrastructure and supply essential products.

Senior management and the Human Resources department have been actively monitoring federal, state and local guidance and public health data.

In March 2020, Occidental announced a work-from-home (WFH) program for certain domestic office-based employees.

On November 2, 2021, employees returned to in-office work on a regular basis with COVID-19 safety measures in place, including a mandatory face covering requirement in common areas and enhanced office cleanings.

However, given the surge in COVID-19 cases with the Omicron variant, Occidental announced the re-implementation of a WFH schedule for certain domestic office-based employees effective December 21, 2021, through March 1, 2022.

Understanding the impact of COVID-19 illnesses on our employees and their families, Occidental also instituted “pandemic pay” benefits, which provide employees with up to 14 days of paid leave if unable to work due to COVID-19 related issues.

Occidental is dedicated to attracting and retaining top talent.

In 2021, Occidental expanded source channels for employee candidates to include three historically black colleges and universities.

During COVID-19 outbreaks in our local communities, Occidental also efficiently conducted interviews, job fairs and campus recruiting virtually.

Similarly, all college interns participated in virtual internships for health and safety reasons during 2020 and 2021.

Despite the challenges introduced by COVID-19 to interact in-person with others, management continues to encourage employee engagement and feedback.

For example, in late 2020, senior management began hosting Quarterly Executive Virtual Conversations, which provide employees the opportunity to hear directly from leadership regarding financial and operational updates and submit questions for management to answer.

In 2022, Occidental will focus on mental health and continue focusing programs and education to train leaders and support employees around the area of mental health and well-being.

| Union | | | | | | 423 | | | | | | 800 | | | | | | 50 | | | | | | — | | | | | | 1,273 | | |

| Non-Union | | | | | | 7,679 | | | | | | 2,499 | | | | | | 114 | | | | | | 113 | | | | | | 10,405 | | |

| Total | | | | | | 8,102 | | | | | | 3,299 | | | | | | 164 | | | | | | 113 | | | | | | 11,678 | | |

Occidental’s oil and gas assets are characterized by an advantaged mix of short-cycle and long-cycle high-return development opportunities.

(b)The detailed proved reserves information presented in accordance with Item 1202(a)(2) to Regulation S-K under the Securities Exchange Act of 1934 (Exchange Act) is provided in the Supplemental Oil and Gas Information section in Item 8 of this Form 10-K.

Proved reserves are stated on a net basis after applicable royalties.

For environmental regulation information, including associated costs, see the information under Environmental Liabilities and Expenditures in the Management’s Discussion and Analysis of Financial Condition and Results of Operations section under Part II, Item 7, of this Form 10-K and Risk Factors under Part I, Item 1A.

| [removed: OXY 2021 FORM 10-K] [added: 20] | | | [removed: 17] [added: OXY 2022 FORM 10-K] | | |

| [removed: ] [added: ] | | | | | | OTHER INFORMATION | | |

| INFORMATION ABOUT [removed: OUR] EXECUTIVE OFFICERS | | |

The following table sets forth the executive officers of Occidental as of February [removed: 24, 2022:][added: 27, 2023:]

| Name Current Title | | | Age as of February [removed: 24, 2022] [added: 27, 2023] | | | Positions with Occidental and Employment History | | |

| Peter J. Bennett Vice President | | | [removed: 54] [added: 55] | | | President, Commercial Development U.S. Onshore Resources and Carbon Management since October 2020; President and General Manager of Permian Resources and the Rockies, 2020; Senior Vice President, Permian Resources, 2018-2020; President and General Manager - Permian Resources New Mexico, 2017-2018; Chief Transformation Officer, 2016-2017. | | |

| Christopher O. Champion Vice President, Chief Accounting Officer and Controller | | | [removed: 52] [added: 53] | | | Vice President, Chief Accounting Officer and Controller since August 2019; Anadarko Petroleum Corporation: Senior Vice President, Chief Accounting Officer and Controller, 2017-2019, Vice President, Chief Accounting Officer and Controller, 2015-2017. | | |

| Kenneth Dillon Senior Vice President | | | [removed: 62] [added: 63] | | | Senior Vice President since December 2016; President – International Oil and Gas Operations since June 2016. | | |

| Vicki Hollub President and Chief Executive Officer | | | [removed: 62] [added: 63] | | | President, Chief Executive Officer and Director since April 2016. | | |

| Richard A. Jackson Senior Vice President | | | [removed: 46] [added: 47] | | | President Operations U.S. Onshore Resources and Carbon Management since October 2020; President and General Manager, EOR and Oxy Low Carbon Ventures, LLC, 2020; President Low Carbon Ventures, 2019-2020; Senior Vice President, Operation Support, 2018-2019; Vice President, Investor Relations, 2017-2018; President and General Manager Permian Resources Delaware Basin, 2014-2017. | | |

| Robert L. Peterson Senior Vice President and Chief Financial Officer | | | [removed: 51] [added: 52] | | | Senior Vice President and Chief Financial Officer since April 2020; Senior Vice President, Permian EOR, 2019-2020; Vice President Permian Strategy, 2018-2019; Director Permian Business Area, 2017-2018; President OxyChem, 2014-2017. | | |

| [removed: 18 | | |] OXY [removed: 2021] [added: 2022] FORM 10-K | | | [added: 21 | | |]

| Sylvia J. Kerrigan Senior Vice President and Chief Legal Officer | | | 57 | | | Senior Vice President and Chief Legal Officer since October 2022; Executive Director of the Kay Bailey Hutchison Energy Center for Business, Law and Policy at The University of Texas, 2017-2022; Executive Vice President, General Counsel and Corporate Secretary of Marathon Oil Corporation, 2009-2017. | | |

MARKET FOR REGISTRANT’S COMMON EQUITY

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Marcia E. Backus Senior Vice President, General Counsel and Chief Compliance Officer | | | 67 | | | Senior Vice President, General Counsel and Chief Compliance Officer since December 2016. | | |

Occidental’s common stock is listed and traded on the [removed: New York Stock Exchange (NYSE)] [added: NYSE] under the ticker symbol “OXY.” The common stock was held by approximately [removed: 26,800] [added: 24,400] stockholders of record as of January 31, [removed: 2022,] [added: 2023,] which does not include beneficial owners for whom Cede and Co. or others act as nominees.

Occidental’s share repurchase activities for the year ended December 31, [removed: 2021,] [added: 2022,] were as follows:

| Period | | | | | | Total Number of Shares Purchased | | | | | | (a) | | | Average Price Paid per Share | | | | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | | | | | | | | | Maximum [removed: Number] [added: Value] of Shares that May Yet Be Purchased Under the Plans or Programs | | | | | | [added: (b)] | | |

| [removed: OXY 2021 FORM 10-K] [added: 22] | | | [removed: 19] [added: OXY 2022 FORM 10-K] | | |

[removed: |  | | | | | | OTHER INFORMATION | | |][added: ]

The following graph compares the yearly percentage change in Occidental’s cumulative total return on its common stock with the cumulative total return of the [removed: Standard & Poor’s 500 Stock Index (S&P 500),] [added: S&P 500,] which includes Occidental, with that of Occidental’s peer group over the five-year period ended December 31, [removed: 2021.][added: 2022.]

The graph assumes that $100 was invested at the beginning of the five-year period shown in the graph below [added: and that all dividends were reinvested] in: (i) Occidental common stock, (ii) the stock of the companies in the S&P 500 and (iii) each of the peer group companies’ common stock weighted by their relative market capitalization within the peer [removed: group and that all dividends were reinvested.][added: group.]

Occidental’s peer group consists of BP p.l.c., Chevron Corporation, ConocoPhillips, EOG Resources, Inc., ExxonMobil Corporation, Shell, [removed: TotalEnergies SE (Total)] and [removed: Occidental.][added: TotalEnergies.]

[removed: ][added: |  | | | | | | MANAGEMENT’S DISCUSSION AND ANALYSIS | | |]

| Fiscal Year Ended December 31, | | | [removed: 2016] [added: 2017] | | | | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | |

| Occidental | | | $ | 100 | | | | | $ | [removed: 109] [added: 87] | | | | | $ | [removed: 94] [added: 62] | | | | | $ | [removed: 68] [added: 29] | | | | | $ | [removed: 31] [added: 49] | | | | | $ | [removed: 53] [added: 107] | |

| [removed: 20 | | |] OXY [removed: 2021] [added: 2022] FORM 10-K | | | [added: 23 | | |]

Occidental declared dividends of $0.52 per share for the year ended December 31, 2022.

In February 2023, the Board of Directors declared a regular quarterly dividend of $0.18 per share on common stock, an increase of five cents from the previous quarter, payable in April 2023.

| First Quarter 2022 | | | | | | 730,746 | | | | | | | | | | | | $ | 50.05 | | | | | | | | — | | | | | | $ | | | 3,000 | | | | | |

| Second Quarter 2022 | | | | | | 11,679,732 | | | | | | | | | | | | 58.38 | | | | | | | | | 11,190,640 | | | | | | | | | 2,350 | | | | | |

| Third Quarter 2022 | | | | | | 28,571,576 | | | | | | | | | | | | 63.02 | | | | | | | | | 28,409,099 | | | | | | | | | 562 | | | | | |

| October 1 - 31, 2022 | | | | | | 2,330,221 | | | | | | | | | | | | 67.35 | | | | | | | | | 2,205,352 | | | | | | | | | 414 | | | | | |

| November 1 - 30, 2022 | | | | | | 5,993,013 | | | | | | | | | | | | 70.68 | | | | | | | | | 5,859,478 | | | | | | | | | — | | | | | |

| December 1 - 31, 2022 | | | | | | — | | | | | | | | | | | | — | | | | | | | | | — | | | | | | | | | — | | | | | |

| Fourth Quarter 2022 | | | | | | 8,323,234 | | | | | | | | | | | | 69.75 | | | | | | | | | 8,064,830 | | | | | | | | | — | | | | | |

| Total 2022 | | | | | | 49,305,288 | | | | | | | | | | | | 62.86 | | | | | | | | | 47,664,569 | | | | | | | | | — | | | | | |

(a)Included purchases of 1,640,719 shares from the trustee of Occidental's defined contribution savings plan that are not part of publicly announced plans or programs.

(b)Represented the value remaining in Occidental's share repurchase plan.

In February 2022, Occidental announced an authorization to repurchase up to $3.0 billion of Occidental's shares of common stock.

The plan was completed in the fourth quarter of 2022.

In February 2023, the Board authorized a new share repurchase program of up to $3.0 billion of Occidental’s shares of common stock.

MARKET FOR REGISTRANT’S COMMON EQUITY

| Peer Group | | | $ | 100 | | | | | $ | 92 | | | | | $ | 98 | | | | | $ | 65 | | | | | $ | 96 | | | | | $ | 149 | |

| S&P 500 | | | $ | 100 | | | | | $ | 96 | | | | | $ | 126 | | | | | $ | 149 | | | | | $ | 191 | | | | | $ | 157 | |

Occidental’s current annualized dividend rate is $0.04 per share.

| First Quarter 2021 | | | | | | 148,296 | | | | | | | | | | | | $ | 22.62 | | | | | | | | — | | | | | | | | | | | | | | |

| Second Quarter 2021 | | | | | | — | | | | | | | | | | | | $ | — | | | | | | | | — | | | | | | | | | | | | | | |

| Third Quarter 2021 | | | | | | — | | | | | | | | | | | | $ | — | | | | | | | | — | | | | | | | | | | | | | | |

| October 1 - 31, 2021 | | | | | | 148,464 | | | | | | | | | | | | $ | 32.77 | | | | | | | | — | | | | | | | | | | | | | | |

| November 1 - 30, 2021 | | | | | | — | | | | | | | | | | | | $ | — | | | | | | | | — | | | | | | | | | | | | | | |

| December 1 - 31, 2021 | | | | | | — | | | | | | | | | | | | $ | — | | | | | | | | — | | | | | | | | | | | | | | |

| Fourth Quarter 2021 | | | | | | 148,464 | | | | | | | | | | | | $ | 32.77 | | | | | | | | — | | | | | | | | | | | | | | |

| Total 2021 | | | | | | 296,760 | | | | | | | | | | | | $ | 27.70 | | | | | | | | — | | | | | | | | | 44,206,787 | | | (b) | | |

(a)All 2021 purchases were from the trustee of Occidental’s defined contribution savings plan.

(b)Represents the total number of shares remaining at year end under Occidental’s previous share repurchase program of 185 million shares.

The program was initially announced in 2005.

The program did not obligate Occidental to acquire any specific number of shares and could be discontinued at any time.

See “Liquidity and Capital Resources” in the Management’s Discussion and Analysis of Financial Condition and Results of Operations section under Part II, Item 7, of this Form 10-K for more information on Occidental’s recently announced share repurchase program.

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

The cumulative total return of the peer group companies’ common stock includes the cumulative total return of Occidental’s common stock.

| Peer Group | | | $ | 100 | | | | | $ | 111 | | | | | $ | 101 | | | | | $ | 108 | | | | | $ | 72 | | | | | $ | 106 | |

| S&P 500 | | | $ | 100 | | | | | $ | 122 | | | | | $ | 116 | | | | | $ | 153 | | | | | $ | 181 | | | | | $ | 233 | |

|  | | | | | | MANAGEMENT’S DISCUSSION AND ANALYSIS | | |

| [Report of Independent Registered Public Accounting Firm on Consolidated Financial [removed: Statements](#id7126fd2d66641da94d4284e21ad130b_133)] [added: Statements](#i86e58429a1ce4b2d8f6d6a071ee76a96_136)] | | | [removed: [59](#id7126fd2d66641da94d4284e21ad130b_133)] [added: [59](#i86e58429a1ce4b2d8f6d6a071ee76a96_136)] | | |

| [Report of Independent Registered Public Accounting Firm on Internal Control Over Financial [removed: Reporting](#id7126fd2d66641da94d4284e21ad130b_136)] [added: Reporting](#i86e58429a1ce4b2d8f6d6a071ee76a96_139)] | | | [removed: [61](#id7126fd2d66641da94d4284e21ad130b_136)] [added: [61](#i86e58429a1ce4b2d8f6d6a071ee76a96_139)] | | |

| [Consolidated Balance [removed: Sheets](#id7126fd2d66641da94d4284e21ad130b_139)] [added: Sheets](#i86e58429a1ce4b2d8f6d6a071ee76a96_142)] | | | [removed: [62](#id7126fd2d66641da94d4284e21ad130b_139)] [added: [62](#i86e58429a1ce4b2d8f6d6a071ee76a96_142)] | | |

| [Consolidated Statements of [removed: Operations](#id7126fd2d66641da94d4284e21ad130b_142)] [added: Operations](#i86e58429a1ce4b2d8f6d6a071ee76a96_145)] | | | [removed: [64](#id7126fd2d66641da94d4284e21ad130b_142)] [added: [64](#i86e58429a1ce4b2d8f6d6a071ee76a96_145)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#id7126fd2d66641da94d4284e21ad130b_145)] [added: Income](#i86e58429a1ce4b2d8f6d6a071ee76a96_148)] (Loss) | | | [removed: [65](#id7126fd2d66641da94d4284e21ad130b_145)] [added: [65](#i86e58429a1ce4b2d8f6d6a071ee76a96_148)] | | |

| [Consolidated Statements of Stockholders’ [removed: Equity](#id7126fd2d66641da94d4284e21ad130b_148)] [added: Equity](#i86e58429a1ce4b2d8f6d6a071ee76a96_151)] | | | [removed: [66](#id7126fd2d66641da94d4284e21ad130b_148)] [added: [66](#i86e58429a1ce4b2d8f6d6a071ee76a96_151)] | | |

| [Consolidated Statements of Cash [removed: Flows](#id7126fd2d66641da94d4284e21ad130b_151)] [added: Flows](#i86e58429a1ce4b2d8f6d6a071ee76a96_154)] | | | [removed: [67](#id7126fd2d66641da94d4284e21ad130b_151)] [added: [67](#i86e58429a1ce4b2d8f6d6a071ee76a96_154)] | | |

| [Notes to Consolidated Financial [removed: Statements](#id7126fd2d66641da94d4284e21ad130b_154)] [added: Statements](#i86e58429a1ce4b2d8f6d6a071ee76a96_157)] | | | [removed: [68](#id7126fd2d66641da94d4284e21ad130b_154)] [added: [68](#i86e58429a1ce4b2d8f6d6a071ee76a96_157)] | | |

| [Note 1 - Summary of Significant Accounting [removed: Policies](#id7126fd2d66641da94d4284e21ad130b_157)] [added: Policies](#i86e58429a1ce4b2d8f6d6a071ee76a96_160)] | | | [removed: [68](#id7126fd2d66641da94d4284e21ad130b_157)] [added: [68](#i86e58429a1ce4b2d8f6d6a071ee76a96_160)] | | |

| [removed: [Note](#id7126fd2d66641da94d4284e21ad130b_208) [4](#id7126fd2d66641da94d4284e21ad130b_208) [-] [added: [Note 4 -] Investments and Related-Party [removed: Transactions](#id7126fd2d66641da94d4284e21ad130b_208)] [added: Transactions](#i86e58429a1ce4b2d8f6d6a071ee76a96_169)] | | | [removed: [79](#id7126fd2d66641da94d4284e21ad130b_208)] [added: [78](#i86e58429a1ce4b2d8f6d6a071ee76a96_169)] | | |

| [removed: [Note](#id7126fd2d66641da94d4284e21ad130b_166) [5](#id7126fd2d66641da94d4284e21ad130b_166) [-](#id7126fd2d66641da94d4284e21ad130b_166) [Acquisitions,](#id7126fd2d66641da94d4284e21ad130b_166) [Divestitures] [added: [Note 5 - Acquisitions, Divestitures] and Other [removed: Transactions](#id7126fd2d66641da94d4284e21ad130b_166)] [added: Transactions](#i86e58429a1ce4b2d8f6d6a071ee76a96_172)] | | | [removed: [81](#id7126fd2d66641da94d4284e21ad130b_166)] [added: [80](#i86e58429a1ce4b2d8f6d6a071ee76a96_172)] | | |

| [removed: [Note](#id7126fd2d66641da94d4284e21ad130b_178) [6](#id7126fd2d66641da94d4284e21ad130b_178)] [added: [Note](#i86e58429a1ce4b2d8f6d6a071ee76a96_175) [6](#i86e58429a1ce4b2d8f6d6a071ee76a96_175)] [- Long-term [removed: Debt](#id7126fd2d66641da94d4284e21ad130b_178)] [added: Debt](#i86e58429a1ce4b2d8f6d6a071ee76a96_175)] | | | [removed: [84](#id7126fd2d66641da94d4284e21ad130b_178)] [added: [82](#i86e58429a1ce4b2d8f6d6a071ee76a96_175)] | | |

| [removed: [Note](#id7126fd2d66641da94d4284e21ad130b_181) [7](#id7126fd2d66641da94d4284e21ad130b_181)] [added: [Note](#i86e58429a1ce4b2d8f6d6a071ee76a96_178) [7](#i86e58429a1ce4b2d8f6d6a071ee76a96_178)] [- Lease [removed: Commitments](#id7126fd2d66641da94d4284e21ad130b_181)] [added: Commitments](#i86e58429a1ce4b2d8f6d6a071ee76a96_178)] | | | [removed: [89](#id7126fd2d66641da94d4284e21ad130b_181)] [added: [86](#i86e58429a1ce4b2d8f6d6a071ee76a96_178)] | | |

| [removed: [Note](#id7126fd2d66641da94d4284e21ad130b_211) [9](#id7126fd2d66641da94d4284e21ad130b_211) [-] [added: [Note 9 -] Fair Value [removed: Measurements](#id7126fd2d66641da94d4284e21ad130b_211)] [added: Measurements](#i86e58429a1ce4b2d8f6d6a071ee76a96_184)] | | | [removed: [94](#id7126fd2d66641da94d4284e21ad130b_211)] [added: [90](#i86e58429a1ce4b2d8f6d6a071ee76a96_184)] | | |

| [Note [removed: 1](#id7126fd2d66641da94d4284e21ad130b_196)[0](#id7126fd2d66641da94d4284e21ad130b_196) [-] [added: 10 -] Income [removed: Taxes](#id7126fd2d66641da94d4284e21ad130b_196)] [added: Taxes](#i86e58429a1ce4b2d8f6d6a071ee76a96_187)] | | | [removed: [96](#id7126fd2d66641da94d4284e21ad130b_196)] [added: [91](#i86e58429a1ce4b2d8f6d6a071ee76a96_187)] | | |

| [Note [removed: 1](#id7126fd2d66641da94d4284e21ad130b_205)[1](#id7126fd2d66641da94d4284e21ad130b_205) [-] [added: 11 -] Retirement and Postretirement Benefit [removed: Plans](#id7126fd2d66641da94d4284e21ad130b_205)] [added: Plans](#i86e58429a1ce4b2d8f6d6a071ee76a96_190)] | | | [removed: [98](#id7126fd2d66641da94d4284e21ad130b_205)] [added: [94](#i86e58429a1ce4b2d8f6d6a071ee76a96_190)] | | |

| [Note [removed: 1](#id7126fd2d66641da94d4284e21ad130b_190)[2](#id7126fd2d66641da94d4284e21ad130b_190) [-] [added: 12 -] Environmental Liabilities and [removed: Expenditures](#id7126fd2d66641da94d4284e21ad130b_190)] [added: Expenditures](#i86e58429a1ce4b2d8f6d6a071ee76a96_193)] | | | [removed: [103](#id7126fd2d66641da94d4284e21ad130b_190)] [added: [98](#i86e58429a1ce4b2d8f6d6a071ee76a96_193)] | | |

| [Note [removed: 1](#id7126fd2d66641da94d4284e21ad130b_193)[3](#id7126fd2d66641da94d4284e21ad130b_193) [-] [added: 13 -] Lawsuits, Claims, Commitments and [removed: Contingencies](#id7126fd2d66641da94d4284e21ad130b_193)] [added: Contingencies](#i86e58429a1ce4b2d8f6d6a071ee76a96_196)] | | | [removed: [104](#id7126fd2d66641da94d4284e21ad130b_193)] [added: [100](#i86e58429a1ce4b2d8f6d6a071ee76a96_196)] | | |

| [Note [removed: 1](#id7126fd2d66641da94d4284e21ad130b_199)[4](#id7126fd2d66641da94d4284e21ad130b_199) [-] [added: 14 -] Stockholders’ [removed: Equity](#id7126fd2d66641da94d4284e21ad130b_199)] [added: Equity](#i86e58429a1ce4b2d8f6d6a071ee76a96_199)] | | | [removed: [106](#id7126fd2d66641da94d4284e21ad130b_199)] [added: [103](#i86e58429a1ce4b2d8f6d6a071ee76a96_199)] | | |

| [Note [removed: 1](#id7126fd2d66641da94d4284e21ad130b_202)[5](#id7126fd2d66641da94d4284e21ad130b_202) [-] [added: 15 -] Stock-Based Incentive [removed: Plans](#id7126fd2d66641da94d4284e21ad130b_202)] [added: Plans](#i86e58429a1ce4b2d8f6d6a071ee76a96_202)] | | | [removed: [107](#id7126fd2d66641da94d4284e21ad130b_202)] [added: [105](#i86e58429a1ce4b2d8f6d6a071ee76a96_202)] | | |

| [Note [removed: 1](#id7126fd2d66641da94d4284e21ad130b_214)[6](#id7126fd2d66641da94d4284e21ad130b_214) [-] [added: 16 -] Industry Segments and Geographic [removed: Areas](#id7126fd2d66641da94d4284e21ad130b_214)] [added: Areas](#i86e58429a1ce4b2d8f6d6a071ee76a96_205)] | | | [removed: [110](#id7126fd2d66641da94d4284e21ad130b_214)] [added: [108](#i86e58429a1ce4b2d8f6d6a071ee76a96_205)] | | |

| [Supplemental Oil and Gas Information [removed: (Unaudited)](#id7126fd2d66641da94d4284e21ad130b_220)] [added: (Unaudited)](#i86e58429a1ce4b2d8f6d6a071ee76a96_220)] | | | [removed: [113](#id7126fd2d66641da94d4284e21ad130b_220)] [added: [110](#i86e58429a1ce4b2d8f6d6a071ee76a96_220)] | | |

| [Schedule II – Valuation and Qualifying [removed: Accounts](#id7126fd2d66641da94d4284e21ad130b_226)] [added: Accounts](#i86e58429a1ce4b2d8f6d6a071ee76a96_226)] | | | [removed: [129](#id7126fd2d66641da94d4284e21ad130b_226)] [added: [126](#i86e58429a1ce4b2d8f6d6a071ee76a96_226)] | | |

| 58 | | | OXY [removed: 2021] [added: 2022] FORM 10-K | | |

| [removed: ] [added: ] | | | | | | FINANCIAL STATEMENTS REPORT | | |

We have audited the accompanying consolidated balance sheets of Occidental Petroleum Corporation and subsidiaries (the Company) as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] the related consolidated statements of operations, comprehensive income (loss), stockholders’ equity, and cash flows for each of the years in the [removed: three‑year] [added: three-year] period ended December 31, [removed: 2021,] [added: 2022,] and the related notes and financial statement schedule II [removed: –] [added: -] valuation and qualifying accounts (collectively, the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the years in the [removed: three‑year] [added: three-year] period ended December 31, [removed: 2021,] [added: 2022,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in [removed: *Internal] [added: Internal] Control – Integrated Framework [removed: (2013)*] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February [removed: 24, 2022] [added: 27, 2023] expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial [removed: reporting*.*][added: reporting.]

*Evaluation of the environmental liability associated with the lower 8.3 miles of the Lower Passaic River [removed: site*][added: site.*]

As of December 31, [removed: 2021,] [added: 2022,] the Company’s total estimated environmental liabilities were [removed: $1.1] [added: $1] billion, which includes the estimated environmental liability for the lower 8.3 miles of the Lower Passaic River [removed: site.][added: Site.]

There was a high degree of subjective auditor judgment in applying and evaluating the results of our [removed: procedures.][added: procedures due to possible changes to the Company’s estimated allocable share of the remediation costs.]

| OXY [removed: 2021] [added: 2022] FORM 10-K | | | 59 | | |

We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s environmental liability process to estimate the [removed: cost of remedial activities and estimate the] Company’s allocable share of the remediation [removed: costs.][added: costs associated with the lower 8.3 miles of the Lower Passaic River site.]

*Assessment of the estimated proved oil and gas reserves on the determination of depreciation and depletion expense [removed: related to] [added: for] proved oil and gas [removed: properties*][added: properties.*]

For the year ended December 31, [removed: 2021,] [added: 2022,] the Company recorded depreciation and depletion expense related to proved oil and gas properties of [removed: $7.7] [added: $6.2] billion.

The key assumptions included (1) [removed: commodity prices, inclusive of market differentials, (2)] estimated future production quantities, and [removed: (3)] [added: (2)] estimated operating and capital costs.

[removed: We] assessed compliance of the methodology used by the Company’s engineering and technical staff to estimate proved oil and gas reserves with industry and regulatory standards.

| 60 | | | OXY [removed: 2021] [added: 2022] FORM 10-K | | |

We have audited Occidental Petroleum Corporation and [removed: subsidiaries’] [added: subsidiaries'] (the Company) internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in [removed: *Internal] [added: Internal] Control – Integrated Framework [removed: (2013)*] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in [removed: *Internal] [added: Internal] Control – Integrated Framework [removed: (2013)*] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission.

| [Note 2 - Revenue](#i86e58429a1ce4b2d8f6d6a071ee76a96_163) | | | [76](#i86e58429a1ce4b2d8f6d6a071ee76a96_163) | | |

| [Note 3 - Inventories](#i86e58429a1ce4b2d8f6d6a071ee76a96_166) | | | [78](#i86e58429a1ce4b2d8f6d6a071ee76a96_166) | | |

| [Note](#i86e58429a1ce4b2d8f6d6a071ee76a96_181) [8](#i86e58429a1ce4b2d8f6d6a071ee76a96_181) [- Derivatives](#i86e58429a1ce4b2d8f6d6a071ee76a96_181) | | | [88](#i86e58429a1ce4b2d8f6d6a071ee76a96_181) | | |

We

|  | | | | | | FINANCIAL STATEMENTS REPORT | | |

We involved an environmental analysis professional with specialized skills and knowledge who assisted in the evaluation of information used by management, including publicly available data sources.

*Determination of tax impact of the legal entity reorganization*

As discussed in Note 10 to the consolidated financial statements, the Company completed a legal entity reorganization in the first quarter of 2022 that resulted in an adjustment to the tax basis in a portion of its operating assets that reduced its deferred tax liabilities.

As a result of the legal entity reorganization, the Company recorded a tax benefit of $2.7 billion.

We identified the evaluation of the tax impact due to the legal entity reorganization as a critical audit matter.

Evaluating the application of the United States tax laws and regulations, which can be complex, and the tax impact required a high degree of auditor effort and specialized skills and knowledge.

The following are the primary procedures we performed to address this critical audit matter.

We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s process of determining the tax impact due to the legal entity reorganization including the application of United States tax laws and regulations.

We evaluated the information, including third party opinions, United States tax laws and regulations, and other relevant evidence used by management to support its position regarding the tax impact of the transaction; and evaluated the legal entity reorganization related tax impact.

We involved income tax professionals with specialized skills and knowledge who assisted in the evaluation of:

■ the tax impact of the legal entity reorganization

■ certain facts, representations and assumptions from management

■ the application of relevant United States tax laws and regulations.

February 27, 2023

|  | | | | | | FINANCIAL STATEMENTS REPORT | | |

February 27, 2023

| *millions* | | | | | | 2022 | | | | | | 2021 | | |

|  | | | | | | FINANCIAL STATEMENTS | | |

|  | | | | | | FINANCIAL STATEMENTS | | |

|  | | | | | | FINANCIAL STATEMENTS | | |

|  | | | | | | FINANCIAL STATEMENTS | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net income | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 13,304 | | | | | | — | | | | | | | | | | | | 13,304 | | |

| Shareholder warrants exercised | | | | | | — | | | | | | 2 | | | | | | — | | | | | | 252 | | | | | | — | | | | | | — | | | | | | | | | | | | 254 | | |

| Options Exercised | | | | | | — | | | | | | — | | | | | | — | | | | | | 27 | | | | | | — | | | | | | — | | | | | | | | | | | | 27 | | |

| Balance, December 31, 2022 | | | | | | $ | 9,762 | | | | | $ | 220 | | | | | $ | (13,772) | | | | | $ | 17,181 | | | | | $ | 16,499 | | | | | $ | 195 | | | | | | | | | | | $ | 30,085 | |

|  | | | | | | FINANCIAL STATEMENTS | | |

| Draws on receivables securitization facility | | | | | | 400 | | | | | | — | | | | | | — | | |

| Payment of receivables securitization facility | | | | | | (400) | | | | | | — | | | | | | — | | |

BERKSHIRE HATHAWAY OWNERSHIP

Berkshire Hathaway is a related party of Occidental due to its level of ownership of Occidental's common stock.

During the third quarter of 2022, Berkshire Hathaway increased its ownership in Occidental to approximately 194 million shares of common stock.

Occidental has, from time to time, contracted with Berkshire Hathaway for the provision of electricity, rail and insurance.

In addition, certain Berkshire Hathaway subsidiaries purchase various chemicals from our chemical segment.

|  | | | | | | FINANCIAL STATEMENTS FOOTNOTES | | |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| [Note](#id7126fd2d66641da94d4284e21ad130b_169) [2](#id7126fd2d66641da94d4284e21ad130b_169) [- Revenue](#id7126fd2d66641da94d4284e21ad130b_169) | | | [77](#id7126fd2d66641da94d4284e21ad130b_169) | | |

| [Note](#id7126fd2d66641da94d4284e21ad130b_175) [3](#id7126fd2d66641da94d4284e21ad130b_175) [- Inventories](#id7126fd2d66641da94d4284e21ad130b_175) | | | [79](#id7126fd2d66641da94d4284e21ad130b_175) | | |

| [Note](#id7126fd2d66641da94d4284e21ad130b_187) [8](#id7126fd2d66641da94d4284e21ad130b_187) [- Derivatives](#id7126fd2d66641da94d4284e21ad130b_187) | | | [90](#id7126fd2d66641da94d4284e21ad130b_187) | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

This is due to (1) possible changes to expected remedial activities to implement the proposed clean-up plan outlined in the Record of Decision (ROD) issued by the Environmental Protection Agency (EPA) and their estimated costs, and (2) possible changes to the Company’s estimated share of the remediation costs.

We evaluated the remedial activities and related cost assumptions used by the Company by comparing them against remedial activities and cost estimates provided by the EPA in the ROD.

We compared certain design documentation provided by the Company to the EPA in order to identify potential differences between the design plan and the ROD and assessed the impact of any such differences on the remediation cost assumptions used by the Company to estimate the liability.

We involved an environmental analysis professional with specialized skills and knowledge who assisted in reading correspondence between the Company and the EPA related to the design phase for this site to assess the Company’s remediation cost assumptions.

We assessed the commodity prices, including relevant market differentials, used by the Company’s engineering and technical staff by comparing them to publicly available prices, adjusted for historical market differentials.

/s/ KPMG LLP

February 24, 2022

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Liabilities of assets held for sale | | | | | | 7 | | | | | | 753 | | |

| Less: Net income attributable to noncontrolling interest | | | | | | — | | | | | | — | | | | | | (145) | | |

| Less: Comprehensive income attributable to noncontrolling interests | | | | | | — | | | | | | — | | | | | | (145) | | |

| Balance, December 31, 2018 | | | | | | $ | — | | | | | $ | 179 | | | | | $ | (10,473) | | | | | $ | 8,046 | | | | | $ | 23,750 | | | | | $ | (172) | | | | | $ | — | | | | | $ | 21,330 | |

| Net income (loss) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (667) | | | | | | — | | | | | | 145 | | | | | | (522) | | |

| Issuance of preferred stock | | | | | | 9,762 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 9,762 | | |

| Fair value of noncontrolling interest acquired | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,895 | | | | | | 4,895 | | |

| Noncontrolling interest distributions, net | | | | | | — | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (131) | | | | | | (131) | | |

| Change in control WES | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (4,909) | | | | | | (4,909) | | |

| Distributions to noncontrolling interest | | | | | | — | | | | | | — | | | | | | (257) | | |

As a result of certain partnership agreement amendments and other related agreements executed in 2019, Occidental does not consolidate WES under the voting interest model since Occidental does not control the power to appoint or remove a successor general partner.

As of December 31, 2021, Occidental’s equity method investment in WES was approximately $2.0 billion, which exceeds Occidental’s pro-rata interest in the net assets of WES by $362 million.

In connection with the Acquisition, Occidental entered into a purchase and sale agreement with Total to sell all of the assets, liabilities, businesses and operations of Anadarko's operations in Algeria, Ghana, Mozambique and South Africa.

Total and Occidental completed the sale of the Mozambique assets in September 2019 for approximately $4.2 billion and the South Africa assets in January 2020 for approximately $100 million.

In April 2020, subsequent to communications with Algerian government officials, Occidental determined that the sale of the Algeria operations to Total would not be consummated and the decision was made to continue to operate within Algeria.

As a result, as of the second quarter of 2020, Occidental no longer classified the Algeria operations as a held for sale asset in discontinued operations and reclassified prior periods to reflect the Algeria operations as continuing operations.

In May 2020, Occidental and Total mutually agreed to execute a waiver of the obligation to purchase and sell the Ghana assets, and in October 2021, Occidental closed on the sale of the Ghana assets with a third party for a purchase price of $750 million.

| Exploratory well costs acquired through the Acquisition | | | | | | — | | | | | | — | | | | | | 231 | | |

As a result of Occidental's mid-year reserve review undertaken in the second quarter of 2021, DD&A rates for the second half of 2021 were lower compared to the first half of 2021 due to increased proved reserves primarily related to positive price revisions.

Proved oil, NGL and natural gas reserves were estimated during this mid-year review using the unweighted arithmetic average of the first-day-of-the-month price for each month for the twelve months ended June 30, 2021, unless prices were defined by contractual arrangements.

These assumptions include estimates of future production,

During 2019, Occidental’s oil and gas segment recognized pre-tax impairment and related charges of $285 million related to domestic undeveloped leases that were set to expire in the near-term, where Occidental had no plans to pursue exploration activities, and $39 million related to Occidental’s mutually agreed early termination of its Qatar Idd El Shargi South Dome (ISSD) contract.

Derivative financial instruments, also included in accrued liabilities - current, were $0.2 billion and $1.1 billion as of December 31, 2021, and 2020, respectively.

There are no outstanding awards under Occidental’s 2005 Long-Term Incentive Plan following the expiration of the non-qualified stock options granted in 2015 on February 11, 2022.

EARNINGS PER SHARE

regard to current market factors but within the context of historical returns.

Management has assessed the effectiveness of Occidental’s internal control system as of December 31, [removed: 2021,] [added: 2022,] based on the criteria for effective internal control over financial reporting described in Internal Control - Integrated Framework issued in 2013 by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Based on this assessment, management believes that, as of December 31, [removed: 2021,] [added: 2022,] Occidental’s system of internal control over financial reporting is effective.

Based upon that evaluation, Occidental’s President and Chief Executive Officer and Senior Vice President and Chief Financial Officer concluded that Occidental’s disclosure controls and procedures were effective as of December 31, [removed: 2021.][added: 2022.]

Occidental is converting legacy Anadarko’s information into Occidental’s primary enterprise resource planning system during the first quarter of 2022.

Certain existing internal controls will be modified and new controls will be implemented.

There has been no change in Occidental’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fourth quarter of 2021 that has materially affected, or is reasonably likely to materially affect, Occidental’s internal control over financial reporting.

The Report of Independent Registered Public Accounting Firm on Internal Control over Financial Reporting is set forth in Item 8.

| OXY 2022 FORM 10-K | | | 127 | | |

| 130 | | | OXY 2021 FORM 10-K | | |

[removed: The] [added: Occidental’s] Code [added: of Business Conduct] applies to the President and Chief Executive Officer, Senior Vice President and Chief Financial Officer, Vice President, Chief Accounting Officer and Controller and persons performing similar [removed: functions (Key Personnel).][added: functions.]

The Code [added: of Business Conduct] also applies to Occidental’s directors, employees and the employees of entities which it controls.

The Code [added: of Business Conduct] is posted on our website, www.oxy.com.

Occidental will satisfy any disclosure requirement under Item 5.05 of Form 8-K regarding an amendment to, or waiver from, any provision of the Code [removed: with respect to its Key Personnel or directors] [added: of Business Conduct] by disclosing the nature of that amendment or waiver on its website within four business days following the date of the amendment or waiver.

The information required by this Item 10 is incorporated herein by reference from Occidental’s definitive Proxy Statement to be filed with the SEC pursuant to Regulation 14A within 120 days of December 31, [removed: 2021.][added: 2022.]

Occidental has adopted a Code of Business Conduct (Code).

The information required by this Item 11 is incorporated herein by reference from Occidental’s definitive Proxy Statement to be filed with the SEC pursuant to Regulation 14A within 120 days of December 31, [removed: 2021.][added: 2022.]

The aggregate number of shares of Occidental common stock authorized for issuance under such plans is approximately 133 million, of which approximately [removed: 16.0] [added: 16.1] million had been reserved for issuance through December 31, [removed: 2021.][added: 2022.]

(1)Includes shares reserved to be issued pursuant to RSUs, [removed: stock options (Options)] [added: Options] and performance-based awards.

(3)A plan provision requires each share covered by an award (other than stock appreciation rights [removed: (SARs)] and Options) to be counted as if three shares were issued in determining the number of shares that are available for future awards.

The information required by this Item 12 is incorporated herein by reference from Occidental’s definitive Proxy Statement to be filed with the SEC pursuant to Regulation 14A within 120 days of December 31, [removed: 2021.][added: 2022.]

| 16,053,787(1) | | | | | | | | | 38.04(2) | | | | | | | | | 56,980,559 (3) | | | | | |

| 16,627,404 (1) | | | | | | | | | 43.82 (2) | | | | | | | | | 68,689,570 (3) | | | | | |

The information required by this Item 13 is incorporated herein by reference from Occidental’s definitive Proxy Statement to be filed with the SEC pursuant to Regulation 14A within 120 days of December 31, [removed: 2021.][added: 2022.]

| 128 | | | OXY 2022 FORM 10-K | | |

| OXY 2021 FORM 10-K | | | 131 | | |

The information about our [removed: principle] [added: principal] accountant, KPMG LLP, Houston, Texas (185) required by this Item 14 is incorporated herein by reference from Occidental’s definitive Proxy Statement to be filed with the SEC pursuant to Regulation 14A within 120 days of December 31, [removed: 2021.][added: 2022.]

Reference is made to Item 8 of the Table of Contents of [removed: this report,] [added: the Form 10-K,] where these documents are listed.

| 4.1 | | | [Description of Securities of Occidental Petroleum [removed: Corporation](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex4112-31x2020descripti.htm) [Registered] [added: Corporation Registered] under Section 12 of the Exchange Act (filed as Exhibit 4.1 to the Annual Report on Form [removed: 1](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex4112-31x2020descripti.htm)[0-K] [added: 10-K] of Occidental for the fiscal year ended December 31, 2020, File No. [removed: 1-9210)](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex4112-31x2020descripti.htm)[.](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex4112-31x2020descripti.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex4112-31x2020descripti.htm)] | | |

| 4.2 | | | [removed: [Rights Agreement,] [added: [Indenture,] dated as of [removed: March 12, 2020,] [added: August 8, 2019,] between Occidental Petroleum Corporation and [removed: Equiniti] [added: The Bank of New York Mellon] Trust Company, [removed: as Rights Agent (filed] [added: N.A](http://www.sec.gov/Archives/edgar/data/797468/000114036119014611/ex4_1.htm)[.](http://www.sec.gov/Archives/edgar/data/797468/000114036119014611/ex4_1.htm) [(filed] as Exhibit 4.1 to the Current Report on Form 8-K of Occidental filed on [removed: March 13, 2020,] [added: August 8, 2019,] File No. [removed: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000114036120005683/nc10009891x1_ex4-1.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000114036119014611/ex4_1.htm)] | | |

| 4.3 | | | [removed: [Indenture,] [added: [First Supplemental Indenture to that certain Indenture,] dated as of August 8, 2019, [added: by and] between Occidental Petroleum Corporation and The Bank of New York Mellon Trust Company, [removed: N.A] [added: N.A.] (filed as Exhibit [removed: 4.1] [added: 4.7] to the Current Report on Form 8-K of Occidental filed on [removed: August 8, 2019,] [added: July 13, 2020,] File No. [removed: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000114036119014611/ex4_1.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000114036120015887/nc10013373x2_ex4-7.htm)] | | |

| 4.4 | | | [removed: [First] [added: [Second] Supplemental Indenture to that certain Indenture, dated as of August 8, 2019, by and between Occidental Petroleum Corporation and The Bank of New York Mellon Trust Company, N.A. (filed as Exhibit [removed: 4.7] [added: 4.6] to the Current Report on Form 8-K of Occidental filed on [removed: July 13,] [added: December 22,] 2020, File No. [removed: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000114036120015887/nc10013373x2_ex4-7.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000114036120029193/brhc10018197_ex4-6.htm)] | | |

| 4.5 | | | [removed: [Second] [added: [Third] Supplemental Indenture to that certain Indenture, dated as of August 8, 2019, by and between Occidental Petroleum Corporation and The Bank of New York Mellon Trust Company, N.A. (filed as Exhibit [removed: 4.6] [added: 4.2] to the Current Report on Form 8-K of Occidental filed on [removed: December 22, 2020,] [added: July 15, 2021,] File No. [removed: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000114036120029193/brhc10018197_ex4-6.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000114036121024443/brhc10026881_ex4-2.htm)] | | |

| [removed: 4.6] [added: 10.27] | | | [removed: [Third Supplemental Indenture to that certain Indenture, dated as] [added: [Warrant Agreement (including Form] of [removed: August 8, 2019, by and] [added: Warrant), dated July 24, 2020,] between [removed: Occidental Petroleum Corporation] [added: the Company] and [removed: The Bank of New York Mellon] [added: Equiniti] Trust Company, [removed: N.A.] [added: as Warrant Agent] (filed as Exhibit [removed: 4.2] [added: 10.1] to the Current Report on Form 8-K of Occidental filed on July [removed: 15, 2021,] [added: 27, 2020,] File No. [removed: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000114036121024443/brhc10026881_ex4-2.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000114036120016673/nc10013373x1_ex10-1.htm)] | | |

| All of the exhibits numbered 10.1 to [removed: 10.24] [added: 10.26] are management contracts and compensatory plans required to be identified specifically as responsive to Item 601(b)(10)(iii)(A) of Regulation S-K pursuant to Item 15(b) of Form 10-K. | | | | | |

| 10.1 | | | [Occidental Petroleum Corporation Savings Plan (Amended and Restated Effective as of January 1, [removed: 202](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex10112-31x2021occident.htm)[2](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex10112-31x2021occident.htm)[).](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex10112-31x2021occident.htm)] [added: 2023).](https://www.sec.gov/Archives/edgar/data/797468/000079746823000011/exhibit101occidentalpetrol.htm)] | | |

| 10.2 | | | [Occidental Petroleum Corporation 2015 Long-Term Incentive Plan Form of Notice of Grant of Restricted Stock Unit Incentive [removed: Award.](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex10212-31x2021restrict.htm)] [added: Award (filed as Exhibit 10.2 to the Annual Report on Form 10-K of Occidental for the fiscal year ended December 31, 2021, File No. 1-9210).](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex10212-31x2021restrict.htm)] | | |

| 10.3 | | | [Occidental Petroleum Corporation Modified Deferred Compensation Plan (Effective December 31, 2006 and Amended and Restated Effective January 1, [removed: 2021)](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex10212-31x2020occident.htm) [(filed] [added: 2021) (filed] as Exhibit 10.2 to the Annual Report on Form 10-K of Occidental for the fiscal year ended December 31, 2020, File No. [removed: 1-9210)](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex10212-31x2020occident.htm)[.](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex10212-31x2020occident.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex10212-31x2020occident.htm)] | | |

| [removed: 10.5] [added: 10.20] | | | [Occidental Petroleum Corporation Executive [removed: Incentive Compensation] [added: Change in Control Severance] Plan [removed: (As Amended and Restated Effective January 1, 2020)] (filed as Exhibit [removed: 10.6] [added: 10.5] to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended June 30, 2020, File No. [removed: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000027/exhibit106-occidentalp.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000027/exhibit105-occidentalp.htm)] | | |

| 10.7 | | | [Form of Indemnification Agreement between Occidental and each of its directors and certain executive [removed: officers](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex10912-31x20ormofindem.htm) [(filed] [added: officers (filed] as Exhibit [removed: 10.](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex10912-31x20ormofindem.htm)[9] [added: 10.9] to the Annual Report on Form 10-K of Occidental for the fiscal year ended December 31, 2020, File No. [removed: 1-9210)](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex10912-31x20ormofindem.htm)[.](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex10912-31x20ormofindem.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex10912-31x20ormofindem.htm)] | | |

| 10.10 | | | [Description of group excess liability insurance [removed: program](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex101612-31x2020descrip.htm) [(filed] [added: program (filed] as Exhibit [removed: 10](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex101612-31x2020descrip.htm)[.16] [added: 10.16] to the Annual Report on Form 10-K of Occidental for the fiscal year ended December 31, 2020, File No. [removed: 1-9210)](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex101612-31x2020descrip.htm)[.](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex101612-31x2020descrip.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746821000009/oxyex101612-31x2020descrip.htm)] | | |

| 10.11 | | | [removed: [Occidental] [added: [Form of Occidental] Petroleum Corporation 2015 Long-Term Incentive Plan [removed: Form of Notice of Grant of Performance Retention Incentive] [added: Common Stock] Award [added: For Non-Employee Directors Grant Agreement] (filed as Exhibit [removed: 10.5] [added: 10.2] to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended June 30, 2015, File No. [removed: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746815000012/exhibit1052015noticeofgran.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746815000012/exhibit102directorcommonst.htm)] | | |

| [removed: 10.12] [added: 10.16] | | | [Form of Occidental Petroleum Corporation 2015 Long-Term Incentive Plan [removed: Common] Stock [added: Option] Award [removed: For Non-Employee Directors Grant Agreement] (filed as Exhibit [removed: 10.2] [added: 10.3] to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended [removed: June 30, 2015,] [added: March 31, 2020,] File No. [removed: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746815000012/exhibit102directorcommonst.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000010/exhibit10310q3312020-s.htm)] | | |

| [removed: 10.14] [added: 10.12] | | | [Anadarko Retirement Restoration Plan (As Amended and Restated Effective as of December 31, [removed: 2021)](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex101412-31x2021anadark.htm).] [added: 2021) (filed as Exhibit 10.14 to the Annual Report on Form 10-K of Occidental for the fiscal year ended December 31, 2021, File No. 1-9210).](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex101412-31x2021anadark.htm)] | | |

| [removed: 10.15] [added: 10.13] | | | [Anadarko Petroleum Corporation Savings Restoration Plan (As Amended and Restated Effective July 1, 2020) (filed as Exhibit 10.1 to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended June 30, 2020, File No. 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000027/exhibit101-apcsavingsr.htm) | | |

| [removed: 10.16] [added: 10.14] | | | [Form of Occidental Petroleum Corporation 2015 Long-Term Incentive Plan Cash Return on Capital Employed Incentive [removed: Award](http://www.sec.gov/Archives/edgar/data/797468/000079746820000010/exhibit10110q3312020-c.htm) [(filed] [added: Award (filed] as Exhibit 10.1 to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended March 31, 2020, File No. 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000010/exhibit10110q3312020-c.htm) | | |

| [removed: 10.17] [added: 10.15] | | | [Form of 2020 Occidental Petroleum Corporation 2015 Long-Term Incentive Plan Total Shareholder Return Incentive Award (filed as Exhibit 10.2 to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended March 31, 2020, File No. 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000010/exhibit10210q3312020-t.htm) | | |

| [removed: 10.18] [added: 10.17] | | | [Form of Occidental Petroleum Corporation 2015 Long-Term Incentive Plan Stock [removed: Option] [added: Appreciation Right] Award (filed as Exhibit [removed: 10.3] [added: 10.4] to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended March 31, 2020, File No. [removed: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000010/exhibit10310q3312020-s.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000010/exhibit10410q3312020st.htm)] | | |

| 10.19 | | | [Form of [added: 2020] Occidental Petroleum Corporation 2015 Long-Term Incentive Plan [added: Special Restricted] Stock [removed: Appreciation Right] [added: Unit Incentive] Award (filed as Exhibit [removed: 10.4] [added: 10.6] to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended March 31, 2020, File No. [removed: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000010/exhibit10410q3312020st.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000010/exhibit106restrictedst.htm)] | | |

| [removed: 10.20] [added: 10.18] | | | [Occidental Petroleum Corporation Executive Severance Plan (filed as Exhibit 10.5 to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended March 31, 2020, File No. 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000010/exhibit10510q3312020-e.htm) | | |

| [removed: 10.21] [added: 10.22] | | | [Form of [removed: 2020] Occidental Petroleum Corporation 2015 Long-Term Incentive Plan [removed: Special Restricted Stock Unit] [added: Total Shareholder Return] Incentive Award [added: (applicable to annual grants made in 2021)] (filed as Exhibit [removed: 10.6] [added: 10.1] to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended March 31, [removed: 2020,] [added: 2021,] File No. [removed: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000010/exhibit106restrictedst.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746821000017/ex101formoftotalshareholde.htm)] | | |

| [removed: 10.22] [added: 10.21] | | | [removed: [Occidental Petroleum Corporation Executive Change in Control Severance Plan] [added: [Form of Employee Notice, Impact of August 2020 Warrant Distribution on Long-Term Incentive Awards] (filed as Exhibit [removed: 10.5] [added: 10.7] to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended [removed: June] [added: September] 30, 2020, File No. [removed: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000027/exhibit105-occidentalp.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000033/exhibit107formofemploy.htm)] | | |

| [removed: 10.24] [added: 10.26] | | | [Form of Occidental Petroleum Corporation 2015 Long-Term [removed: Incentive] [added: Inventive] Plan Total Shareholder Return Incentive Award (applicable to annual grants made in [removed: 2021) (filed as Exhibit 10.1 to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended March 31, 2021, File No. 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746821000017/ex101formoftotalshareholde.htm)] [added: 2022).](https://www.sec.gov/Archives/edgar/data/797468/000079746823000011/exhibit1026formofoccidenta.htm)] | | |

| [removed: 10.26] [added: 10.28] | | | [removed: [Warrant Agreement (including Form of Warrant),] [added: [Second Amended and Restated Credit Agreement,] dated [removed: July 24, 2020, between] [added: as of December 10, 2021, by and among Occidental Petroleum Corporation,] the [removed: Company] [added: banks party thereto, as lenders,] and [removed: Equiniti Trust Company,] [added: JPMorgan Chase Bank, N.A.,] as [removed: Warrant Agent] [added: administrative agent] (filed as Exhibit 10.1 to the Current Report on Form 8-K of Occidental filed on [removed: July 27, 2020,] [added: December 13, 2021,] File No. [removed: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000114036120016673/nc10013373x1_ex10-1.htm)] [added: 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000095015721001251/ex10-1.htm)] | | |

| 21 | | | [List of subsidiaries of Occidental [removed: a](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex2112-31x2021subsidiar.htm)[s of](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex2112-31x2021subsidiar.htm) [December 31, 202](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex2112-31x2021subsidiar.htm)[1](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex2112-31x2021subsidiar.htm)[.](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex2112-31x2021subsidiar.htm)] [added: as of December 31,](https://www.sec.gov/Archives/edgar/data/797468/000079746823000011/oxyex2112-31x2022subsidiar.htm) [2022](https://www.sec.gov/Archives/edgar/data/797468/000079746823000011/oxyex2112-31x2022subsidiar.htm)[.](https://www.sec.gov/Archives/edgar/data/797468/000079746823000011/oxyex2112-31x2022subsidiar.htm)] | | |

| 23.1 | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex23112-31x2021kpmgcons.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/797468/000079746823000011/oxyex23112-31x2022kpmgcons.htm)] | | |

| 23.2 | | | [Consent of Ryder Scott, Independent Petroleum [removed: Engineers.](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex23212-31x2021rydersco.htm)] [added: Engineers.](https://www.sec.gov/Archives/edgar/data/797468/000079746823000011/oxyex23212-31x2022rydersco.htm)] | | |

| 31.1 | | | [Certification of CEO Pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex31112-31x2021ceo302ce.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/797468/000079746823000011/oxyex31112-31x2022ceo302ce.htm)] | | |

| 31.2 | | | [Certification of CFO Pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex31212-31x2021cfo302ce.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/797468/000079746823000011/oxyex31212-31x2022cfo302ce.htm)] | | |

| 32.1 | | | [Certifications of CEO and CFO Pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex32112-31x2021906certi.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/797468/000079746823000011/oxyex32112-31x2022906certi.htm)] | | |

| 99.1 | | | [Ryder Scott Company Process Review of the Estimated Future Proved Reserves and Income Attributable to [removed: Certain](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex99112-31x2021rydersco.htm) [Leasehold] [added: Certain Leasehold] and Royalty Interests and Certain Economic Interests Derived [removed: Through](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex99112-31x2021rydersco.htm) [Production] [added: Through Production] Sharing Contracts as of December 31, [removed: 202](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex99112-31x2021rydersco.htm)[1](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex99112-31x2021rydersco.htm)[.](https://www.sec.gov/Archives/edgar/data/797468/000079746822000008/oxyex99112-31x2021rydersco.htm)] [added: 202](https://www.sec.gov/Archives/edgar/data/797468/000079746823000011/oxyex99112-31x2022rydersco.htm)[2](https://www.sec.gov/Archives/edgar/data/797468/000079746823000011/oxyex99112-31x2022rydersco.htm)[.](https://www.sec.gov/Archives/edgar/data/797468/000079746823000011/oxyex99112-31x2022rydersco.htm)] | | |

| 104 | | | Cover Page Interactive Data File - The cover page from Occidental Petroleum Corporation’s Annual Report on Form 10-K for the year ended December 31, [removed: 2021] [added: 2022] is formatted in Inline XBRL (included as Exhibit 101). | | |

| OXY 2022 FORM 10-K | | | 129 | | |

| 10.5 | | | [Occidental Petroleum Corporation Executive Incentive Compensation Plan (As Amended and Restated Effective January 1, 2023).](https://www.sec.gov/Archives/edgar/data/797468/000079746823000011/exhibit105occidentalpetrol.htm) | | |

| 10.23 | | | [Letter Agreement by and between Occidental Petroleum Corporation and Sylvia J. Kerrigan dated September 14, 2022](https://www.sec.gov/Archives/edgar/data/797468/000079746822000036/exhibit101offerletter.htm) [(filed as Exhibit 10.1 to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended September 30, 2022).](https://www.sec.gov/Archives/edgar/data/797468/000079746822000036/exhibit101offerletter.htm) | | |

| 10.24 | | | [Occidental Petroleum Corporation 2015 Long-Term Incentive Plan Form of Notice of Grant of Restricted Stock Unit Incentive Award (for awards to Chief Legal Officer) (filed as Exhibit 10.2 to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended September 30, 2022).](https://www.sec.gov/Archives/edgar/data/797468/000079746822000036/exhibit102.htm) | | |

| 10.25 | | | [Transition Services and Separation Agreement by and between Occidental Petroleum Corporation and Marcia E. Backus dated September 29, 2022](https://www.sec.gov/Archives/edgar/data/797468/000079746822000036/exhibit103transitionservic.htm) [(filed as Exhibit 10.3 to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended September 30, 2022).](https://www.sec.gov/Archives/edgar/data/797468/000079746822000036/exhibit103transitionservic.htm) | | |

| 130 | | | OXY 2022 FORM 10-K | | |

| 132 | | | OXY 2021 FORM 10-K | | |

| 10.13 | | | [Retention Agreement with Christopher O. Champion (filed as Exhibit 10.3 to the Current Report on Form 8-K of Occidental filed on August 8, 2019, File No. 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000095015719000864/ex10-3.htm) | | |

| 10.23 | | | [Form of Employee Notice, Impact of August 2020 Warrant Distribution on Long-Term Incentive Awards (filed as Exhibit 10.7 to the Quarterly Report on Form 10-Q of Occidental for the quarterly period ended September 30, 2020, File No. 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000079746820000033/exhibit107formofemploy.htm) | | |

| OXY 2021 FORM 10-K | | | 133 | | |

| 10.25 | | | [Director Appointment and Nomination Agreement dated March 25, 2020 by and among the Icahn Group, Occidental and, solely with respect to the provisions applicable to the New Independent Director, Margarita Paláu-Hernández (filed as Exhibit 10.1 to the Current Report on Form 8-K of Occidental filed on March 25, 2020, File No. 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000114036120006849/ex10_1.htm) | | |

| 10.27 | | | [Second Amended and Restated Credit Agreement, dated as of December 10, 2021, by and among Occidental Petroleum Corporation, the banks party thereto, as lenders, and JPMorgan Chase Bank, N.A., as administrative agent (filed as Exhibit 10.1 to the Current Report on Form 8-K of Occidental filed on December 13, 2021, File No. 1-9210).](http://www.sec.gov/Archives/edgar/data/797468/000095015721001251/ex10-1.htm) | | |

| | | | /s/ Vicki Hollub | | | | | | President, Chief Executive Officer | | | February [removed: 24, 2022] [added: 27, 2023] | | |

| | | | /s/ Robert L. Peterson | | | | | | Senior Vice President and | | | February [removed: 24, 2022] [added: 27, 2023] | | |

| | | | /s/ Christopher O. Champion | | | | | | Vice President, Chief Accounting Officer | | | February [removed: 24, 2022] [added: 27, 2023] | | |

| | | | /s/ Andrew F. Gould | | | | | | Director | | | February [removed: 24, 2022] [added: 27, 2023] | | |

| | | | /s/ Carlos M. Gutierrez | | | | | | Director | | | February [removed: 24, 2022] [added: 27, 2023] | | |

| | | | /s/ William R. Klesse | | | | | | Director | | | February [removed: 24, 2022] [added: 27, 2023] | | |

| | | | /s/ Jack B. Moore | | | | | | Director | | | February [removed: 24, 2022] [added: 27, 2023] | | |

| | | | /s/ Avedick B. Poladian | | | | | | Director | | | February [removed: 24, 2022] [added: 27, 2023] | | |

| | | | /s/ Robert M. Shearer | | | | | | Director | | | February [removed: 24, 2022] [added: 27, 2023] | | |

| OXY 2022 FORM 10-K | | | 131 | | |

| | | | /s/ Vicky A. Bailey | | | | | | Director | | | February 27, 2023 | | |

| | | | Vicky A. Bailey | | | | | | | | | | | |

| | | | /s/ Claire O’Neill | | | | | | Director | | | February 27, 2023 | | |

| | | | Claire O’Neill | | | | | | | | | | | |

| 132 | | | OXY 2022 FORM 10-K | | |

| 134 | | | OXY 2021 FORM 10-K | | |

| | | | | | | | | | | | | | | |

| | | | /s/ Stephen I. Chazen | | | | | | Chairman of the Board of Directors | | | February 24, 2022 | | |

| | | | Stephen I. Chazen | | | | | | | | | | | |

| | | | /s/ Gaoxiang Hu | | | | | | Director | | | February 24, 2022 | | |

| | | | Gaoxiang Hu | | | | | | | | | | | |

| | | | /s/ Andrew N. Langham | | | | | | Director | | | February 24, 2022 | | |

| | | | Andrew N. Langham | | | | | | | | | | | |

| | | | /s/ Margarita Paláu-Hernández | | | | | | Director | | | February 24, 2022 | | |

| | | | Margarita Paláu-Hernández | | | | | | | | | | | |

| OXY 2021 FORM 10-K | | | 135 | | |