ExxonMobil shareholders voted Wednesday to reincorporate in Texas and leave New Jersey rejecting two global advisory firms’ recommendations.
Seventy-one percent of shareholder votes were in favor of the company’s move during the annual shareholder meeting Wednesday, according to the summary of ExxonMobil’s preliminary 2026 proxy voting results.
ExxonMobil’s headquarters is in Spring, Texas, but its legal domicile is in New Jersey and its connections to the state date back to 1882. In March, the oil and gas company’s Board of Directors unanimously recommended shareholders vote to reincorporate the company in Texas, according to a March 10 press release.
A company’s legal domicile decides which laws govern the company. ExxonMobil Board of Directors considered the benefits of Texas’ legal and regulatory environment, according to the press release. About 75 percent of ExxonMobil’s U.S. employees work in Texas.
“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,” said Darren Woods, ExxonMobil chairman and chief executive officer, in the release. “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 State Financial Officers Foundation (SFOF) hailed the vote as a “Shareholder victory over politics” in a Wednesday X post.
“ExxonMobil owners just voted to reincorporate in Texas, backing what’s truly good for long-term shareholder value and rejecting New Jersey red tape + proxy advisors’ political agendas,” the post added. “No more activist lawsuits or virtue-signaling over profits. This is real fiduciary duty in action!”
Global Proxy advisors Institutional Shareholder Services (ISS) and Glass Lewis recommended against the move, warning that it could hurt shareholders’ rights, according to Reuters.
“In choosing to relocate to the Lone Star State, the leadership of ExxonMobil commendably met their fiduciary responsibility to shareholders, putting them first over the political agendas of proxy giants ISS and Glass Lewis. What matters most is maximizing taxpayers’ returns for investment and pension funds, which means combatting any strategies wrongly focused on ESG [environmental, social and governance] and woke activism.” SFOF CEO OJ Oleka told The Daily Caller News Foundation in a statement.
“SFOF has been fighting these proxy advisors’ benchmark policies for years. In a letter from our state financial officers, we called out ISS for its misleading voting records and failure to prioritize benchmark policy that protects and maximizes shareholder value,” Oleka continued. “We will not back down to proxy advisors and their political agendas as we keep fighting to protect taxpayer investment dollars.”
Similarly, executive director of Consumer’s Research Will Hild also praised the decision in a Wednesday post to X.
“Every time the foreign-owned, woke activist proxy advisors fail it brings me joy. Congrats to Exxon shareholder for beating the woke cartel this time,” Hild wrote.
“Consumers’ Research has long warned that the proxy advisor duopoly represents one of the most dangerous and least accountable concentrations of corporate influence impacting consumers. This victory by Exxon puts shareholders and consumers first and pushes back against the proxy advisors and their obvious conflicts of interest. Companies should focus on long term economic growth, maximum returns for shareholders, and a strong market for consumers,” Hild told the DCNF in a statement.
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