Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
The Management Development and Compensation Committee of Apache Corporation's
board of directors has implemented two compensation policies.
First, multi-year grants to the Chief Executive Officer will be made no more
frequently than once every five years. For purposes of this policy, a
multi-year grant is a grant of restricted stock, restricted stock units and/or
stock options that exceeds in value the annual grants made to named executive
officers as described in the company's prior proxy statements. A named
executive officer is the company's principal executive officer, principal
financial officer, and the other executive officers listed in the Summary
Compensation Table of the company's proxy statement. This policy does not
affect the board's ability to set executive officers' annual grants.
Second, the company will no longer reimburse named executive officers for
payment of taxes on personal use of company aircraft, except to the former
chairman of the company pursuant to the terms of his previously existing binding
contract.