ExxonMobil announced on Feb. 24 that its Board of Directors has unanimously recommended changing the company’s legal domicile from New Jersey to Texas. The proposal will be put to a shareholder vote at the company’s 2026 Annual Meeting.
The recommendation is significant as it aligns ExxonMobil’s legal base with its operational headquarters, which have been in Texas since 1989. Darren Woods, ExxonMobil chairman and chief executive officer, said, “Over the past several years, Texas has made a noticeable effort to embrace the business community. In doing so, it has created a policy and regulatory environment that can allow the company to maximize shareholder value. Aligning our legal home with our operating home, in a state that understands our business and has a stake in the company’s success, is important.”
The Board considered factors such as Texas’ modernized business statutes and the establishment of the Texas Business Court when making its decision. These features are designed to resolve complex disputes efficiently and provide clear standards for corporate governance. According to ExxonMobil, shareholder rights under Texas law are largely comparable or stronger than those under New Jersey law. The company stated there are no plans to adopt provisions that would reduce current shareholder rights.
The proposed redomiciliation will not affect ExxonMobil’s operations, management structure, assets, or employee locations. Approximately 30% of ExxonMobil’s global employees work in Texas, with about 75% of U.S.-based staff located there. The company’s connection to New Jersey is primarily historical; Standard Oil of New Jersey was incorporated in 1882 and no board meeting has been held there for over four decades.
Details about the proposal are included in ExxonMobil’s preliminary proxy statement filed with the U.S. Securities and Exchange Commission (SEC). Shareholders can access further information about voting procedures at www.exxonmobil.com/investors and www.sec.gov.
Looking ahead, shareholders are encouraged by ExxonMobil to review all relevant documents before voting on this matter at the upcoming annual meeting.
