--- schema_version: "secwatch.filing_event.v1" accession: "0001038357-23-000067" form_type: "8-K" ticker: null cik: "0001038357" company_name: "PIONEER NATURAL RESOURCES CO" filed_at: "2023-05-30T23:59:59+00:00" generated_at: "2026-06-14T11:07:52.698626+00:00" event_type: "leadership" sentiment: "neutral" materiality_score: 0.6 calibrated_materiality_score: 0.6 confidence: "high" source: SEC EDGAR --- # Pioneer Natural Resources confirms Dealy as CEO from Jan 1, 2024; RSU grant approved ## Summary - Richard P. Dealy, current President and COO, will become CEO on January 1, 2024, succeeding Scott D. Sheffield. - Dealy elected to the Board at the May 25, 2023 annual meeting; received 2,170 RSUs for transition efforts. - Stockholders ratified Ernst & Young as auditors, approved say-on-pay, and supported annual advisory vote on exec compensation. ## SEC filing metadata - accession: 0001038357-23-000067 - form_type: 8-K - cik: 0001038357 - company_name: PIONEER NATURAL RESOURCES CO - filed_at: 2023-05-30T23:59:59+00:00 - event_type: leadership - sentiment: neutral - materiality_score: 0.6 - calibrated_materiality_score: 0.6 - confidence: high - sec_items: 5.02, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1038357/000103835723000067/0001038357-23-000067-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1038357/000103835723000067/pxd-20230524.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001038357-23-000067 - JSON: https://secwatch.observer/filing/0001038357-23-000067.json - Plain text: https://secwatch.observer/filing/0001038357-23-000067.txt ## Key facts - Executive change Scott D. Sheffield retired as Chief Executive Officer at PIONEER NATURAL RESOURCES CO. - Action: retired - Role: Chief Executive Officer source text: following the retirement of the current CEO, Scott D. Sheffield. evidence_url: https://www.sec.gov/Archives/edgar/data/1038357/000103835723000067/0001038357-23-000067-index.htm - Executive change Richard P. Dealy was appointed as Chief Executive Officer at PIONEER NATURAL RESOURCES CO. - Action: appointed - Role: Chief Executive Officer source text: Richard P. Dealy would be appointed to the role of Chief Executive Officer ("CEO") effective January 1, 2024 evidence_url: https://www.sec.gov/Archives/edgar/data/1038357/000103835723000067/0001038357-23-000067-index.htm - Executive change Richard P. Dealy was appointed as Director at PIONEER NATURAL RESOURCES CO. - Action: appointed - Role: Director source text: Mr. Dealy presently holds the position of the Company's President and Chief Operating Officer, and was appointed to the Company's Board of Directors (the "Board") at the Company's annual meeting of stockholders that was held on May 25, 2023 evidence_url: https://www.sec.gov/Archives/edgar/data/1038357/000103835723000067/0001038357-23-000067-index.htm - Shareholder Votes PIONEER NATURAL RESOURCES CO shareholders approved Advisory vote on executive compensation. - Proposal: say on pay - Outcome: passed source text: Advisory vote on executive compensation. The Company submitted to the stockholders for approval, on an advisory basis, the compensation of the Company's named executive officers, as disclosed in the Proxy Statement. The proposal was approved, with the results of the stockholder voting being as follows: For 181,235,635 Against 3,552,938 Abstain 246,943 Broker non-votes 19,595,104 evidence_url: https://www.sec.gov/Archives/edgar/data/1038357/000103835723000067/0001038357-23-000067-index.htm - Shareholder Votes PIONEER NATURAL RESOURCES CO shareholders approved Ratification of selection of independent auditors. - Proposal: auditor ratification - Outcome: passed source text: Ratification of selection of independent auditors. The engagement of Ernst & Young LLP as the Company's independent auditors for 2023 was submitted to the stockholders for ratification. Such engagement was ratified, with the results of the stockholder voting being as follows: For 197,427,466 Against 7,065,123 Abstain 138,031 Broker non-votes — evidence_url: https://www.sec.gov/Archives/edgar/data/1038357/000103835723000067/0001038357-23-000067-index.htm - Shareholder Votes PIONEER NATURAL RESOURCES CO shareholders approved Election of Directors. - Proposal: director election - Outcome: passed source text: Election of Directors. Prior to the meeting, the Board designated each of the persons named below as nominees for election as directors. With the exception of Mr. Dealy, each nominee was, at the time of such nomination and at the time of the meeting, a director of the Company. At the meeting, each nominee was elected as a director of the Company, with the results of the stockholder voting being as follows: Nominee For Against Abstain Broker non-votes A.R. Alameddine 182,220,111 2,705,603 109,802 19,595,104 Lori G. Billingsley 184,129,707 785,724 120,085 19,595,104 Edison C. Buchanan 178,689,847 6,233,742 111,927 19,595,104 Richard P. Dealy 183,576,732 1,305,932 152,852 19,595,104 Maria S. Dreyfus 183,791,821 1,127,637 116,058 19,595,104 Matthew M. Gallagher 182,811,569 2,115,748 108,199 19,595,104 Phillip A. Gobe 182,225,003 2,700,081 110,432 19,595,104 Stacy P. Methvin 180,925,998 3,919,869 189,649 19,595,104 Royce W. Mitchell 183,059,551 1,867,169 108,796 19,595,104 Scott D. Sheffiel evidence_url: https://www.sec.gov/Archives/edgar/data/1038357/000103835723000067/0001038357-23-000067-index.htm - Shareholder Votes PIONEER NATURAL RESOURCES CO shareholders approved Advisory vote regarding the frequency of stockholder advisory votes on executive compensation. - Proposal: say on pay frequency - Outcome: passed source text: Advisory vote regarding the frequency of stockholder advisory votes on executive compensation. Advisory vote regarding the frequency of stockholder advisory votes on executive compensation. The Company submitted to the stockholders, on an advisory basis, a proposal as to whether to have the advisory vote on executive compensation on the agenda for future annual stockholders meeting everyone one, two or three years. The results of the stockholder voting being as follows: Every year 181,437,311 Every two years 644,103 Every three years 2,800,805 Abstain 153,297 Broker non-votes 19,595,104 evidence_url: https://www.sec.gov/Archives/edgar/data/1038357/000103835723000067/0001038357-23-000067-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.