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STOCKHOLDERS' EQUITY | 12 Months Ended
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Dec. 31, 2023
Stockholders' Equity Note [Abstract] |
STOCKHOLDERS' EQUITY |
NOTE 14 - STOCKHOLDERS’ EQUITY
The following table presents Occidental's common share activity, including exercises of options and warrants, other transactions in Occidental's common stock in 2023 and treasury stock purchased both under its $3.0 billion share repurchase program announced in February 2023 and from the trustee of Occidental's defined contribution savings plan:
Period |  | Exercise of Warrants and Options | (a) | Other | (b) | Treasury Stock Purchases | (c) | Common Stock Outstanding | (d)
December 31, 2022 |  |  |  |  |  |  |  | 899,858,944 |  |
First Quarter 2023 |  | 268,371 |  |  | 3,935,166 |  |  | (12,511,237) |  |  | 891,551,244 |  |
Second Quarter 2023 |  | 205,631 |  |  | 158,473 |  |  | (7,233,460) |  |  | 884,681,888 |  |
Third Quarter 2023 |  | 2,468,799 |  |  | 19,248 |  |  | (9,468,451) |  |  | 877,701,484 |  |
Fourth Quarter 2023 |  | 1,901,994 |  |  | 46,192 |  |  | (186,567) |  |  | 879,463,103 |  |
Total 2023 |  | 4,844,795 |  |  | 4,159,079 |  |  | (29,399,715) |  |  | 879,463,103 |  |
(a) Approximately $112 million of cash was received as a result of the exercise of common stock warrants and options. (b) Consisted of issuances for the 2015 long-term incentive plan, the OPC savings plan and the dividend reinvestment plan. (c) Included purchases of shares from the trustee of Occidental's defined contribution savings plan that are not part of publicly announced plans or programs. (d) As of December 31, 2023, Occidental had 99.5 million outstanding warrants with a strike price of $22 per share and 83.9 million of warrants with a strike price of $59.62 per share. TREASURY STOCK Under the share repurchase program announced in February 2023, Occidental purchased 29.1 million shares for $1.8 billion during 2023. Additionally, Occidental purchased shares from the trustee of its defined contribution savings plan in 2023, 2022 and 2021. As of December 31, 2023, 2022 and 2021, treasury stock shares numbered 228.1 million, 198.7 million and 149.3 million, respectively. PREFERRED STOCK In connection with the Anadarko Acquisition, Occidental issued 100,000 shares of series A preferred stock, with a face value of $100,000 per share and a liquidation preference of $105,000 per share plus unpaid accrued dividends. Prior to August 2029, a mandatory redemption provision obligates Occidental to redeem preferred stock at a 10% premium to face value on a dollar-for-dollar basis for every dollar distributed to common shareholders (either via common stock dividends or share repurchases) above $4.00 per share, on a trailing 12-month basis. Preferred redemptions can settle between 30 and 60 days from the date Berkshire Hathaway is notified of the redemption obligation and accrued unpaid dividends are paid up to but not including the redemption date. Occidental cannot voluntarily redeem preferred stock before August 2029. After August 2029, Occidental can voluntarily redeem preferred stock at a 5% premium to face value. Dividends on the preferred stock accrue on the face value at a rate per annum of 8%, but will be paid only when, as and if declared by Occidental’s Board of Directors. At any time, when such dividends have not been paid in full, the unpaid amounts will accrue dividends, compounded quarterly, at a rate per annum of 9%. Following the payment in full of any accrued but unpaid dividends, the dividend rate will remain at 9% per annum. If preferred dividends are not paid in full, Occidental is prohibited from paying dividends on common stock. Occidental paid $762 million in preferred stock dividends in 2023. In 2023, Occidental redeemed preferred stock with a face value of $1.5 billion, and incurred $151 million in redemption premiums. To the extent Occidental's trailing 12-month distributions to common shareholders is above $4.00 per share, Occidental is required to match any common shareholder distributions with preferred stock redemptions. As of the date of this filing approximately $8.5 billion face value of the preferred stock remains outstanding. The following table presents preferred stock redemption activity for 2023:
shares of Preferred stock |
Preferred stock, as of December 31, 2022 | 100,000 |
Less: Preferred redemptions | (15,103) |
Preferred stock, as of December 31, 2023 | 84,897 |
The carrying value of preferred stock is less than the face value. The difference between carrying value and face value, along with the redemption premium, reduces net income available to common stockholders. The following presents the components of preferred stock dividends and redemptions:
millions |  | Year ended December 31, 2023
Preferred dividends |  | $ | 736 |
Redemption premium |  | 151 |
Redemption value in excess of carrying value |  | 36 |
Preferred dividend and redemption premiums |  | $ | 923 |
BERKSHIRE WARRANT In connection with the preferred stock issuance, Occidental also issued the Berkshire Warrant. The Berkshire Warrant is exercisable at the holder’s option, in whole or in part, until the first anniversary of the date on which no shares of preferred stock remain outstanding, at which time the Berkshire Warrant expires. The holder of the Berkshire Warrant and the preferred stock may redeem the preferred stock as payment for the exercise price of the Warrant in lieu of cash payment upon exercise. As of December 31, 2023, the Berkshire warrant would result in the issuance of 83.9 million shares of Occidental common stock, if exercised in full for its current strike price of $59.62 per share of Occidental common stock. COMMON STOCK WARRANTS On June 26, 2020, the Board of Directors declared Common Stock Warrants, at a rate of 0.125 warrants per share of Occidental common stock. Occidental issued approximately 116 million Common Stock Warrants on August 3, 2020 to holders of record of outstanding shares of Occidental’s common stock as of the close of business on July 6, 2020, and pursuant to Occidental’s outstanding equity-based incentive awards in connection with anti-dilution adjustments resulting from such distribution. The Common Stock Warrants have an exercise price of $22.00 per share and will expire on August 3, 2027. The Common Stock Warrants are listed on the NYSE and trade under the symbol "OXY WS". As of December 31, 2023, Occidental had 99.5 million outstanding warrants. The Common Stock Warrants were measured at fair value on the declaration date using the Black-Scholes option model and were classified as equity in "Additional paid-in capital". The following level 2 inputs were used in the Black-Scholes option model: the expected life of the Common Stock Warrants, a volatility factor and the exercise price. The expected life is based on the estimated term of the Common Stock Warrants, the volatility factor is based on historical volatilities of Occidental common stock and the exercise of $22.00 per share of Occidental common stock. EARNINGS PER SHARE Occidental’s instruments containing rights to nonforfeitable dividends granted in stock-based awards are considered participating securities prior to vesting and, therefore, have been deducted from earnings in computing basic and diluted EPS under the two-class method. Basic EPS was computed by dividing net income attributable to common stock, net of income allocated to participating securities, by the weighted-average number of common shares outstanding during each period, including vested but unissued shares and share units. The computation of diluted EPS reflects the additional dilutive effect of stock options, warrants and unvested stock awards. The following table presents the calculation of basic and diluted EPS for the years ended December 31:
millions except per share amounts | 2023 | 2022 | 2021
Income from continuing operations | $ | 4,696 |  | $ | 13,304 |  | $ | 2,790 |
Loss from discontinued operations | — |  | — |  | (468) |
Net income | $ | 4,696 |  | $ | 13,304 |  | $ | 2,322 |
Less: Preferred stock dividends | (923) |  | (800) |  | (800) |
Net income attributable to common stock | $ | 3,773 |  | $ | 12,504 |  | $ | 1,522 |
Less: Net income allocated to participating securities | (23) |  | (83) |  | (10) |
Net income, net of participating securities | $ | 3,750 |  | $ | 12,421 |  | $ | 1,512 |
Weighted-average number of basic shares | 889.2 |  | 926.2 |  | 935.0 |
Basic earnings per common share | $ | 4.22 |  | $ | 13.41 |  | $ | 1.62 |
Net income attributable to common stock | $ | 3,773 |  | $ | 12,504 |  | $ | 1,522 |
Less: Net income allocated to participating securities | (21) |  | (77) |  | (10) |
Net income, net of participating securities | $ | 3,752 |  | $ | 12,427 |  | $ | 1,512 |
Weighted-average number of basic shares | 889.2 |  | 926.2 |  | 935.0 |
Dilutive securities | 71.7 |  | 75.8 |  | 23.8 |
Total diluted weighted-average common shares | 960.9 |  | 1,002.0 |  | 958.8 |
Diluted earnings per common share | $ | 3.90 |  | $ | 12.40 |  | $ | 1.58 |
As of December 31, 2023 and 2022, there were no Occidental common stock warrants nor options that were excluded from diluted shares. As of December 31, 2021, warrants and options covering 87 million shares of Occidental common stock were excluded from the diluted shares as their effect would have been anti-dilutive. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) Accumulated OCI (loss) consisted of the following after-tax amounts as of December 31:
millions | 2023 | 2022
Foreign currency translation adjustments | $ | (4) |  | $ | (5) |
Derivatives | 20 |  | (25) |
Pension and postretirement adjustments (a) | 259 |  | 225 |
Total | $ | 275 |  | $ | 195 |
(a)See Note 11 - Retirement and Postretirement Benefit Plans for further information.

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