SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
December 14, 2012
Marathon Oil Corporation
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
5555 San Felipe Street, Houston, Texas
(Address of principal executive offices)
Registrant's telephone number, including area code:
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) As previously reported on Form 8-K filed on December 10, 2012 in connection with Mr. Roberts' resignation as executive vice president and chief operating officer, the Corporation received an executed Severance Letter Agreement dated December 14, 2012 (the “Severance Agreement”), from Mr. Roberts. The terms of the Severance Agreement provide, among other things, that Mr. Roberts will receive a severance payment in the amount of $4,608,000.
The Severance Agreement is incorporated by reference in this Item 5.02(e) and is attached hereto as Exhibit 10.1.
Item 9.01 Financial Statements and Exhibits.
Severance Letter Agreement dated December 14, 2012
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: December 18, 2012
MARATHON OIL CORPORATION
/s/ Michael K. Stewart
Michael K. Stewart
Vice President, Finance and Accounting, Controller and Treasurer
10.1 Severance Letter Agreement dated December 14, 2012