DEFA14A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 14A

PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

 

Filed by the Registrant  x                              Filed by a Party other than the Registrant  ¨

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¨   Preliminary Proxy Statement
¨   Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
¨   Definitive Proxy Statement
x   Definitive Additional Materials
¨   Soliciting Material Pursuant to § 240.14a-12

Hess Corporation

(Name of Registrant as Specified in Its Charter)

 

(Name of Person(s) Filing Proxy Statement if other than the Registrant)

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Hess's Slate of Five New, Non-Conflicted,
Experienced Nominees = Right Choice for Shareholders
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John Krenicki, Jr.
The
Right Choice for Shareholders
2
Helped
double
revenue
at
GE
Energy
to
over
$50
billion
representing
2/3
of
GE’s
financial
revenues
Oversaw GE’s Oil & Gas, Power & Water, and Energy management businesses, which employ
more than 100,000 people in over 165 countries
Led
streamlining
and
turnarounds
at
GE
Infrastructure
and
Energy
sectors
and
the
GE
Transportation Systems division; was member of GE’s Corporate Executive Council
Mr. Krenicki is one of America’s top corporate executives with a strong track record of success,
experience, and leadership in operations, oil and gas, and energy
Senior partner at private equity firm Clayton, Dubilier & Rice
Director
Experience:
Chairman
(and
interim
CEO)
of
ServiceMaster
Global
Holdings;
Wilsonart
International
Former Director: GE Capital
Source: Bloomberg, CapIQ, The Corporate Library
John Krenicki’s experience leading large-scale 
initiatives and operations across a global energy 
portfolio will add important perspective to the Hess 
Board as the Company completes its transformation 
to a pure play E&P company


Dr. Kevin Meyers
The
Right Choice for Shareholders
3
Helped divest $6 billion of low-growth, low-margin assets at ConocoPhillips to focus capital into
emerging shale plays
Oversaw
6,000
employees
and
a
$6
billion
annual
capital
program,
and
was
responsible
for
reorganizing and driving business value in the Americas E&P portfolio
Spearheaded
the
Company’s
development
of
the
Eagle
Ford,
moving
it
from
exploration
to
a
twelve-
rig development program in less than a year, and increased investment in both the Permian Basin
and the Bakken
ConocoPhillips’
stock price increased approximately 60% during his tenure
Director Experience:  Bill Barrett Corporation, Denbury Resources, Hornbeck Offshore Resources,
and Precision Drilling Corporation
Former Director: LUKOIL
Source: Bloomberg, CapIQ, The Corporate Library
Based on his experience, Dr. Meyers will bring to the 
Hess Board decades of managing cost-efficient E&P 
operations in geographies directly relevant to Hess’ 
focused E&P portfolio


Fredric Reynolds
The
Right Choice for Shareholders
4
Led several significant reorganizations, asset divestitures and spinoffs, including the sale of all of the
legacy industrials business of Westinghouse, the spinoff of MTV Networks, and the firm-wide
reorganization of CBS
While CFO of CBS, shareholders experienced substantial share appreciation and return of capital
Other
C-level
experience
includes
CFO
positions
at
Viacom,
PepsiCo
Foods
International
and
Frito-
Lay and the CEO position at a key Viacom subsidiary
Director Experience: AOL (Lead Director), Metro-Goldwyn-Mayer Studios, Mondelez International
(formally Kraft Foods)
Former Director: Blockbuster, Sportsline.com, and The Reader’s Digest Association
Source: Bloomberg, CapIQ, The Corporate Library
Fredric Reynolds will bring to the Hess Board his 
substantial experience as a CFO with a successful 
track record of financial oversight, leading a 
successful transformation, returning capital, and 
delivering long-term returns


William Schrader
The
Right Choice for Shareholders
5
Led BP’s assets in Azerbaijan, Indonesia, and TNK-BP
TNK-BP comprised 29% of BP’s total production
During his tenure as President of BP Azerbaijan, production increased from 240,000 bpd to over
950,000 bpd, while operating costs were reduced from $7/bbl to $4/bbl
Oversaw and drove focused international growth strategies and efficiencies during his 30 years at
BP
Deep experience in joint venture and other production and cost-sharing structures
Director Experience: Ophir Energy
Source: Bloomberg, CapIQ, The Corporate Library
William Schrader is an outstanding E&P executive 
responsible for transforming BP’s best and most 
valued E&P assets and will bring to the Board his 
experience as a disciplined E&P operator with 
expertise in production sharing structures, 
government relations, and delivering returns


Dr. Mark Williams
The
Right Choice for Shareholders
6
Worked for over 30 years at Shell, including for more than 17 years in Shell’s E&P and upstream
business, serving most recently as a member of the Executive Committee of Royal Dutch Shell
Transformed
the
U.S.
downstream
business
by
leading
the
creation
of
the
Shell
/
Texaco
/
Saudi
Aramco alliance in the late 1990s
One of three top operating executives responsible for all strategic, capital, and operational matters
at Royal Dutch Shell
Oversaw $400 billion in revenues and approximately 55,000 people, generating $5.3 billion in profit
annually,
and
redirected
a
$6
billion
annual
investment
into
the
higher-growth
markets
of
China
and
Brazil, while strengthening Shell’s position in key hubs in the U.S. Gulf Coast and Singapore
Source: Bloomberg, CapIQ, The Corporate Library
Mark Williams’ experience at the highest management 
levels of one of the world’s largest oil and gas 
companies and service in its top executive group 
charged with setting strategy and direction will 
provide invaluable insights to Hess' Board


Other Information
Important Additional Information
Hess Corporation, its directors and certain of its executive officers may be deemed to be participants in the solicitation of proxies from Hess
shareholders
in
connection
with
the
matters
to
be
considered
at
Hess’
2013
Annual
Meeting.
Hess
has
filed
a
definitive
proxy
statement
and
form of WHITE proxy card with the U.S. Securities and Exchange Commission in connection with the 2013 Annual Meeting. HESS
SHAREHOLDERS ARE STRONGLY ENCOURAGED TO READ THE DEFINITIVE PROXY STATEMENT AND ACCOMPANYING WHITE
PROXY
CARD
AS
THEY
CONTAIN
IMPORTANT
INFORMATION.
Information
regarding
the
identity
of
potential
participants,
and
their
direct
or
indirect
interests,
by
security
holdings
or
otherwise,
is
set
forth
in
the
proxy
statement
and
other
materials
filed
with
the
SEC.
Shareholders
will be able to obtain any proxy statement, any amendments or supplements to the proxy statement and other documents filed by Hess with the
SEC
for
no
charge
at
the
SEC’s
website
at
www.sec.gov.
Copies
will
also
be
available
at
no
charge
at
Hess’
website
at
www.hess.com,
by
writing
to
Hess
Corporation
at
1185
Avenue
of
the
Americas,
New
York,
NY
10036,
by
calling
Hess’
proxy
solicitor,
MacKenzie
Partners,
toll-
free at (800) 322-2885 or by email at hess@mackenziepartners.com.
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