Obbligazione ExxonMobil 3.095% ( US30231GAZ54 ) in USD

ExxonMobil

100 USD ▲

Stati Uniti

US30231GAZ54 ( in USD )

3.095% per anno ( pagato 2 volte l'anno)

16/08/2049

Prospetto opuscolo dell'obbligazione Exxon Mobil US30231GAZ54 en USD 3.095%, scadenza 16/08/2049

2 000 USD

1 500 000 000 USD

30231GAZ5

AA- ( High grade - Investment-grade )

Aa2 ( High grade - Investment-grade )

16/02/2026 ( In 101 giorni )

ExxonMobil è una delle più grandi compagnie petrolifere e del gas naturale al mondo, operante in esplorazione, produzione, raffinazione, trasporto e commercializzazione di energia.

The Obbligazione issued by ExxonMobil ( United States ) , in USD, with the ISIN code US30231GAZ54, pays a coupon of 3.095% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 16/08/2049

The Obbligazione issued by ExxonMobil ( United States ) , in USD, with the ISIN code US30231GAZ54, was rated Aa2 ( High grade - Investment-grade ) by Moody's credit rating agency.

The Obbligazione issued by ExxonMobil ( United States ) , in USD, with the ISIN code US30231GAZ54, was rated AA- ( High grade - Investment-grade ) by Standard & Poor's ( S&P ) credit rating agency.

424B2
424B2 1 d787937d424b2.htm 424B2
Table of Contents
Filed Pursuant to Rule 424(b)(2)
SEC File No. 333-216594

Proposed
Proposed
Amount
Maximum
Maximum
Title of Each Class of
to be
Offering Price
Aggregate
Amount of
Securities to be Registered

Registered

Per Security

Offering Price

Registration Fee (1)
Floating Rate Notes due 2022

$750,000,000

100.000%

$750,000,000

$90,900
1.902% Notes due 2022

$750,000,000

100.000%

$750,000,000

$90,900
2.019% Notes due 2024

$1,000,000,000

100.000%

$1,000,000,000

$121,200
2.275% Notes due 2026

$1,000,000,000

100.000%

$1,000,000,000

$121,200
2.440% Notes due 2029

$1,250,000,000

100.000%

$1,250,000,000

$151,500
2.995% Notes due 2039

$750,000,000

100.000%

$750,000,000

$90,900
3.095% Notes due 2049

$1,500,000,000

100.000%

$1,500,000,000

$181,800

(1)
Calculated in accordance with Rule 457(r) of the Securities Act of 1933, as amended. The total registration fee due for this offering is $848,400.
Table of Contents
Prospectus supplement
(To prospectus dated March 10, 2017)

Exxon Mobil Corporation
$750,000,000 Floating Rate Notes due 2022
$750,000,000 1.902% Notes due 2022
$1,000,000,000 2.019% Notes due 2024
$1,000,000,000 2.275% Notes due 2026
$1,250,000,000 2.440% Notes due 2029
$750,000,000 2.995% Notes due 2039
$1,500,000,000 3.095% Notes due 2049

Each of the Floating Rate Notes due 2022 (the "Floating Rate Notes"), the 1.902% Notes due 2022 (the "2022 Fixed Rate Notes"), the 2.019% Notes due 2024 (the "2024
Fixed Rate Notes"), the 2.275% Notes due 2026 (the "2026 Fixed Rate Notes"), the 2.440% Notes due 2029 (the "2029 Fixed Rate Notes"), the 2.995% Notes due 2039 (the "2039
Fixed Rate Notes") and the 3.095% Notes due 2049 (the "2049 Fixed Rate Notes" and, together with the 2022 Fixed Rate Notes, the 2024 Fixed Rate Notes, the 2026 Fixed Rate
Notes, the 2029 Fixed Rate Notes and the 2039 Fixed Rate Notes, the "Fixed Rate Notes") is an issue of the debt securities described in the accompanying prospectus. We herein
refer to the Floating Rate Notes and the Fixed Rate Notes collectively as the "Notes."
The Floating Rate Notes will bear interest at a floating rate equal to the Benchmark (as defined herein) (which will initially be three-month LIBOR (as defined herein)) plus
0.33% per annum. Interest on the Floating Rate Notes is payable quarterly in arrears on February 16, May 16, August 16 and November 16 of each year, commencing on November
16, 2019. Interest on the Fixed Rate Notes of each series is payable semiannually in arrears on February 16 and August 16 of each year, commencing on February 16, 2020.
The Floating Rate Notes mature on August 16, 2022. The 2022 Fixed Rate Notes mature on August 16, 2022, the 2024 Fixed Rate Notes mature on August 16, 2024, the
2026 Fixed Rate Notes mature on August 16, 2026, the 2029 Fixed Rate Notes mature on August 16, 2029, the 2039 Fixed Rate Notes mature on August 16, 2039 and the 2049
Fixed Rate Notes mature on August 16, 2049.
We may redeem any or all of the Fixed Rate Notes of each series at any time and from time to time at the redemption prices described under the headings "Description of
Notes--Optional redemption of the 2022 Fixed Rate Notes," "Description of Notes--Optional redemption of the 2024 Fixed Rate Notes," "Description of Notes--Optional
redemption of the 2026 Fixed Rate Notes," "Description of Notes--Optional redemption of the 2029 Fixed Rate Notes," "Description of Notes--Optional redemption of the 2039
Fixed Rate Notes" and "Description of Notes--Optional redemption of the 2049 Fixed Rate Notes." The Floating Rate Notes may not be redeemed before maturity.

Investing in the Notes involves certain risks. See "Risk Factors" on page S-8.
The Notes will be our general unsecured obligations and will rank equally in right of payment with all of our other existing and future unsecured and unsubordinated debt
from time to time outstanding.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities, or determined if this
prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

Underwriting
Price to
Discounts and
Proceeds, Before
https://www.sec.gov/Archives/edgar/data/34088/000119312519221346/d787937d424b2.htm[8/15/2019 9:45:06 AM]

424B2

Public(1)

Commissions
Expenses, to Us
Per Floating Rate Note

100.000%

0.100%

99.900%
Total

$ 750,000,000
$
750,000
$
749,250,000
Per 2022 Fixed Rate Note

100.000%

0.100%

99.900%
Total

$ 750,000,000
$
750,000
$
749,250,000
Per 2024 Fixed Rate Note

100.000%

0.120%

99.880%
Total

$1,000,000,000
$
1,200,000
$
998,800,000
Per 2026 Fixed Rate Note

100.000%

0.150%

99.850%
Total

$1,000,000,000
$
1,500,000
$
998,500,000
Per 2029 Fixed Rate Note

100.000%

0.200%

99.800%
Total

$1,250,000,000
$
2,500,000
$
1,247,500,000
Per 2039 Fixed Rate Note

100.000%

0.300%

99.700%
Total

$ 750,000,000
$
2,250,000
$
747,750,000
Per 2049 Fixed Rate Note

100.000%

0.425%

99.575%
Total

$1,500,000,000
$
6,375,000
$
1,493,625,000

(1)
Plus accrued interest, if any, from August 16, 2019.
The Notes will not be listed on any securities exchange. Currently, there is no public market for the Notes.
We expect that delivery of the Notes will be made to investors in book-entry form through the facilities of The Depository Trust Company and its participants, including
Clearstream Banking S.A. and Euroclear Bank SA/NV, as operator of the Euroclear System, on or about August 16, 2019, which will be the third business day following the date of
pricing of the Notes (such settlement cycle being referred to as "T+3"). Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market
are generally required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade Notes on the date
hereof will be required, by virtue of the fact that the Notes initially settle in T+3, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed
settlement and should consult their own advisors.

Barclays

J.P. Morgan

Morgan Stanley
BofA Merrill Lynch

Citigroup

BNP PARIBAS
Deutsche Bank
HSBC
Mizuho
SOCIETE
Standard
Wells Fargo Securities

Securities

Securities
GENERALE
Chartered Bank

Academy Securities
Credit
Goldman
Loop
Santander
Scotiabank
SMBC
Standard
The Williams
US Bancorp
Agricole
Sachs & Co.
Capital
Nikko
Bank
Capital

CIB

LLC
Markets

Group, L.P.

August 13, 2019
Table of Contents
We have not, and the underwriters have not, authorized anyone to provide any information other than that contained in this prospectus supplement or
the accompanying prospectus or incorporated by reference in this prospectus supplement and the accompanying prospectus or in any free writing prospectus
prepared by or on behalf of us or to which we have referred you. We and the underwriters take no responsibility for, and can provide no assurance as to the
reliability of, any other information that others may give you. You should not assume that the information contained or incorporated by reference in this
prospectus supplement is accurate as of any date other than the date on the front cover of this prospectus supplement or that the information contained or
incorporated by reference in the accompanying prospectus is accurate as of any date other than the date on the front cover of such document. We and the
underwriters are offering to sell the Notes only in places where offers and sales are permitted.
The terms "ExxonMobil," "the Company," "we," "us" and "our" refer to Exxon Mobil Corporation and its subsidiaries, unless otherwise stated or the
context otherwise requires. However, in the "Description of Notes" section of this prospectus supplement and the "Description of Debt Securities" section
of the accompanying prospectus, references to "the Company," "we," "us" and "our" are to Exxon Mobil Corporation only and not to any of its
subsidiaries.
TABLE OF CONTENTS

Page
About This Prospectus Supplement
S-1
Information Concerning Forward-Looking Statements
S-1
Prospectus Supplement Summary
S-2
The Offering
S-3
Risk Factors
S-8
Use of Proceeds
S-11
Capitalization
S-12
Description of Notes
S-13
https://www.sec.gov/Archives/edgar/data/34088/000119312519221346/d787937d424b2.htm[8/15/2019 9:45:06 AM]

424B2
Material U.S. Federal Income Tax Considerations
S-25
Underwriting
S-28
Validity of the Notes
S-32
Experts
S-32
Where You Can Find More Information and Incorporation by Reference
S-33
Prospectus

About This Prospectus
1
Exxon Mobil Corporation
1
Use of Proceeds
2
Ratio of Earnings to Fixed Charges
2
Description of Debt Securities
3
Forms of Debt Securities
9
Plan of Distribution
12
Where You Can Find More Information
14
Information Concerning Forward-Looking Statements
15
Validity of the Debt Securities
15
Experts
15
Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT
This document has two parts. The first part consists of this prospectus supplement, which describes the specific terms of this offering and the Notes
offered. The second part, the accompanying prospectus, provides more general information, some of which may not apply to this offering. This prospectus
supplement and the accompanying prospectus also incorporate by reference certain documents that are described under "Where You Can Find More
Information and Incorporation by Reference." If the description of the offering varies between this prospectus supplement and the accompanying
prospectus, you should rely on the information in this prospectus supplement.
Before purchasing any Notes, you should carefully read both this prospectus supplement and the accompanying prospectus, together with the
additional information described under the heading "Where You Can Find More Information and Incorporation by Reference" in this prospectus
supplement.
INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS
Statements related to outlooks, projections, goals, targets, descriptions of strategic plans and objectives, and other statements of future events or
conditions are forward-looking statements. Actual future results, including business and project plans, capacities, costs, and timing; resource recoveries
and production rates; and the impact of new technologies, including to increase capital efficiency and production and to reduce greenhouse gas emissions,
could differ materially due to a number of factors. These include global or regional changes in supply and demand for oil, gas, and petrochemicals and
other market conditions that impact prices and differentials; reservoir performance; the outcome of exploration projects and timely completion of
development and construction projects; the impact of fiscal and commercial terms and the outcome of commercial negotiations or acquisitions; changes in
law, taxes, or regulation, including environmental regulations, and timely granting of governmental permits; war, shipping blockades or harassment, and
other political or security disturbances; the actions of competitors; the capture of efficiencies between business lines; unforeseen technical or operating
difficulties; unexpected technological developments; the ability to bring new technologies to commercial scale on a cost-competitive basis, including large-
scale hydraulic fracturing projects; general economic conditions including the occurrence and duration of economic recessions; the results of research
programs; and other factors discussed under the heading "Factors Affecting Future Results" in the "Investors" section of ExxonMobil's website and in
Item 1A of ExxonMobil's Annual Report on Form 10-K for the fiscal year ended December 31, 2018.
The forward-looking statements are and will be based on management's then current views and assumptions regarding future events and speak only
as of their dates. ExxonMobil undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by the securities laws.

S-1
https://www.sec.gov/Archives/edgar/data/34088/000119312519221346/d787937d424b2.htm[8/15/2019 9:45:06 AM]

424B2
Table of Contents
PROSPECTUS SUPPLEMENT SUMMARY
This summary highlights information contained or incorporated by reference in this prospectus supplement or the accompanying prospectus.
This summary does not contain all of the information that you should consider before deciding to invest in the Notes. You should carefully read this
entire prospectus supplement and the accompanying prospectus, including the information incorporated by reference. See "Risk Factors."
The Company
ExxonMobil was incorporated in the State of New Jersey in 1882. Our divisions and affiliated companies operate or market products in the
United States and most other countries of the world. Our principal business involves exploration for, and production of, crude oil and natural gas and
manufacture, trade, transport and sale of crude oil, natural gas, petroleum products, petrochemicals and a wide variety of specialty products. Our
affiliates conduct extensive research programs in support of these businesses.
Our principal offices are located at 5959 Las Colinas Boulevard, Irving, Texas, 75039-2298, and our telephone number is (972) 940-6000. We
maintain a website at www.exxonmobil.com where general information about us is available. We are not incorporating the contents of the website
into this prospectus supplement or the accompanying prospectus.

S-2
Table of Contents
THE OFFERING

Issuer
Exxon Mobil Corporation

Securities
$750,000,000 aggregate principal amount of Floating Rate Notes due 2022

$750,000,000 aggregate principal amount of 1.902% Notes due 2022

$1,000,000,000 aggregate principal amount of 2.019% Notes due 2024

$1,000,000,000 aggregate principal amount of 2.275% Notes due 2026

$1,250,000,000 aggregate principal amount of 2.440% Notes due 2029

$750,000,000 aggregate principal amount of 2.995% Notes due 2039

$1,500,000,000 aggregate principal amount of 3.095% Notes due 2049

Maturity
August 16, 2022, in the case of the Floating Rate Notes

August 16, 2022, in the case of the 2022 Fixed Rate Notes

August 16, 2024, in the case of the 2024 Fixed Rate Notes

August 16, 2026, in the case of the 2026 Fixed Rate Notes

August 16, 2029, in the case of the 2029 Fixed Rate Notes

August 16, 2039, in the case of the 2039 Fixed Rate Notes

August 16, 2049, in the case of the 2049 Fixed Rate Notes

Interest rate
Three-month U.S. dollar London Interbank Offered Rate ("LIBOR") plus 0.33% per annum,
in the case of the Floating Rate Notes, subject to the provisions set forth under "Description
of Notes--Interest on the Floating Rate Notes"

1.902% per annum, in the case of the 2022 Fixed Rate Notes

2.019% per annum, in the case of the 2024 Fixed Rate Notes

2.275% per annum, in the case of the 2026 Fixed Rate Notes

2.440% per annum, in the case of the 2029 Fixed Rate Notes

2.995% per annum, in the case of the 2039 Fixed Rate Notes

3.095% per annum, in the case of the 2049 Fixed Rate Notes

Interest payment dates
Interest on the Floating Rate Notes will accrue from August 16, 2019 and will be payable
https://www.sec.gov/Archives/edgar/data/34088/000119312519221346/d787937d424b2.htm[8/15/2019 9:45:06 AM]

424B2
quarterly in arrears on February 16, May 16, August 16 and November 16 of each year,
beginning on November 16, 2019.

Interest on the Fixed Rate Notes of each series will accrue from August 16, 2019 and will be

payable semiannually in arrears on February 16 and August 16 of each year, beginning on
February 16, 2020.

Record dates
Interest on the Floating Rate Notes will be paid to holders of record at the close of business
on each February 1, May 1, August 1 and November 1 immediately preceding each interest
payment date.

Interest on the Fixed Rate Notes of each series will be paid to holders of record at the close

of business on each February 1 and August 1 immediately preceding each interest payment
date.

S-3
Table of Contents
Ranking
The Notes of each series will be our general unsecured and unsubordinated obligations and
will rank equally in right of payment with all of our other existing and future unsecured and
unsubordinated debt from time to time outstanding.

No prior market
The Notes of each series are new securities and there is currently no established trading
market for the Notes. We do not intend to apply for listing of the Notes on any securities
exchange. Although the underwriters have informed us that they intend to make a market in
the Notes, they are not obligated to do so and they may discontinue market making activities
at any time without notice. Accordingly, we cannot assure you that a liquid market for the
Notes will develop or be maintained. See "Underwriting."

No optional redemption of the Floating Rate
We do not have the right to redeem the Floating Rate Notes prior to maturity.
Notes

Optional redemption of the 2022 Fixed Rate
We may redeem any or all of the 2022 Fixed Rate Notes at our option at any time prior to
Notes
maturity, at a redemption price equal to the greater of:

· 100% of the principal amount of the 2022 Fixed Rate Notes being redeemed; or

· the sum of the present values of the remaining scheduled payments of principal and
interest thereon (not including any portion of such payments of interest accrued as of

the date of redemption), discounted to their present value as of such date of
redemption on a semiannual basis (assuming a 360-day year consisting of twelve
30-day months) at the Treasury Rate (as defined herein), plus 5 basis points.

We will also pay the accrued and unpaid interest on the 2022 Fixed Rate Notes to the

redemption date. See "Description of Notes--Optional redemption of the 2022 Fixed Rate
Notes."

Optional redemption of the 2024 Fixed Rate
We may redeem any or all of the 2024 Fixed Rate Notes at our option at any time prior
Notes
to July 16, 2024 (one month before maturity), at a redemption price equal to the greater of:

· 100% of the principal amount of the 2024 Fixed Rate Notes being redeemed; or

· the sum of the present values of the remaining scheduled payments of principal and
interest thereon (not including any portion of such payments of interest accrued as of

the date of redemption), discounted to their present value as of such date of
redemption on a semiannual basis (assuming a 360-day year consisting of twelve
30-day months) at the Treasury Rate, plus 7.5 basis points.
https://www.sec.gov/Archives/edgar/data/34088/000119312519221346/d787937d424b2.htm[8/15/2019 9:45:06 AM]

424B2

S-4
Table of Contents

We may redeem any or all of the 2024 Fixed Rate Notes on or after July 16, 2024 (one month
before maturity), at a redemption price equal to 100% of the principal amount of the 2024
Fixed Rate Notes being redeemed on the redemption date. We will also pay the accrued and
unpaid interest on the 2024 Fixed Rate Notes to the redemption date. See "Description of
Notes--Optional redemption of the 2024 Fixed Rate Notes."

Optional redemption of the 2026 Fixed Rate
We may redeem any or all of the 2026 Fixed Rate Notes at our option at any time prior to
Notes
June 16, 2026 (two months before maturity), at a redemption price equal to the greater of:

· 100% of the principal amount of the 2026 Fixed Rate Notes being redeemed; or

· the sum of the present values of the remaining scheduled payments of principal and
interest thereon (not including any portion of such payments of interest accrued as of

the date of redemption), discounted to their present value as of such date of
redemption on a semiannual basis (assuming a 360-day year consisting of twelve
30-day months) at the Treasury Rate, plus 10 basis points.

We may redeem any or all of the 2026 Fixed Rate Notes on or after June 16, 2026 (two
months before maturity), at a redemption price equal to 100% of the principal amount of the

2026 Fixed Rate Notes being redeemed on the redemption date. We will also pay the accrued
and unpaid interest on the 2026 Fixed Rate Notes to the redemption date. See "Description of
Notes--Optional redemption of the 2026 Fixed Rate Notes."

Optional redemption of the 2029 Fixed Rate
We may redeem any or all of the 2029 Fixed Rate Notes at our option at any time prior
Notes
to May 16, 2029 (three months before maturity), at a redemption price equal to the greater
of:

· 100% of the principal amount of the 2029 Fixed Rate Notes being redeemed; or

· the sum of the present values of the remaining scheduled payments of principal and
interest thereon (not including any portion of such payments of interest accrued as of

the date of redemption), discounted to their present value as of such date of
redemption on a semiannual basis (assuming a 360-day year consisting of twelve
30-day months) at the Treasury Rate, plus 12.5 basis points.

We may redeem any or all of the 2029 Fixed Rate Notes on or after May 16, 2029 (three

months before maturity), at a redemption price equal to 100% of the principal amount of the
2029 Fixed Rate Notes being redeemed on the redemption date. We will also pay the

S-5
Table of Contents
accrued and unpaid interest on the 2029 Fixed Rate Notes to the redemption date. See

"Description of Notes--Optional redemption of the 2029 Fixed Rate Notes."

Optional redemption of the 2039 Fixed Rate
We may redeem any or all of the 2039 Fixed Rate Notes at our option at any time prior
Notes
to February 16, 2039 (six months before maturity), at a redemption price equal to the greater
of:
https://www.sec.gov/Archives/edgar/data/34088/000119312519221346/d787937d424b2.htm[8/15/2019 9:45:06 AM]

424B2

· 100% of the principal amount of the 2039 Fixed Rate Notes being redeemed; or

· the sum of the present values of the remaining scheduled payments of principal and
interest thereon (not including any portion of such payments of interest accrued as of

the date of redemption), discounted to their present value as of such date of
redemption on a semiannual basis (assuming a 360-day year consisting of twelve
30-day months) at the Treasury Rate, plus 15 basis points.

We may redeem any or all of the 2039 Fixed Rate Notes on or after February 16, 2039 (six
months before maturity), at a redemption price equal to 100% of the principal amount of the

2039 Fixed Rate Notes being redeemed on the redemption date. We will also pay the accrued
and unpaid interest on the 2039 Fixed Rate Notes to the redemption date. See "Description of
Notes--Optional redemption of the 2039 Fixed Rate Notes."

Optional redemption of the 2049 Fixed Rate
We may redeem any or all of the 2049 Fixed Rate Notes at our option at any time prior to
Notes
February 16, 2049 (six months before maturity), at a redemption price equal to the greater of:

· 100% of the principal amount of the 2049 Fixed Rate Notes being redeemed; or

· the sum of the present values of the remaining scheduled payments of principal and
interest thereon (not including any portion of such payments of interest accrued as of

the date of redemption), discounted to their present value as of such date of
redemption on a semiannual basis (assuming a 360-day year consisting of twelve
30-day months) at the Treasury Rate, plus 15 basis points.

We may redeem any or all of the 2049 Fixed Rate Notes on or after February 16, 2049 (six
months before maturity), at a redemption price equal to 100% of the principal amount of the

2049 Fixed Rate Notes being redeemed on the redemption date. We will also pay the accrued
and unpaid interest on the 2049 Fixed Rate Notes to the redemption date. See "Description of
Notes--Optional redemption of the 2049 Fixed Rate Notes."

S-6
Table of Contents
Further issuances
We may from time to time, without notice to or the consent of the holders of a series of the
Notes, create and issue additional debt securities having the same terms (except for the issue
date, the public offering price and the first interest payment date) and ranking equally and
ratably with such series of the Notes, in all respects, as described under "Description of
Notes--General terms of the Notes."

Denomination and form
We will issue the Notes of each series in the form of one or more fully registered global
notes registered in the name of the nominee of The Depository Trust Company ("DTC").
Beneficial interests in the Notes will be represented through book-entry accounts of financial
institutions acting on behalf of beneficial owners as direct and indirect participants in DTC.
Except in the limited circumstances described in the accompanying prospectus, owners of
beneficial interests in the Notes will not be entitled to have Notes registered in their names,
will not receive or be entitled to receive Notes in definitive form and will not be considered
holders of Notes under the indenture. The Notes will be issued only in denominations of
$2,000 and integral multiples of $1,000 in excess thereof.

Trustee
Deutsche Bank Trust Company Americas

Governing law
New York

https://www.sec.gov/Archives/edgar/data/34088/000119312519221346/d787937d424b2.htm[8/15/2019 9:45:06 AM]

424B2
S-7
Table of Contents
RISK FACTORS
Investing in the Notes involves risks. You should carefully consider all the information set forth in this prospectus supplement, the accompanying
prospectus and the documents incorporated by reference herein before deciding to invest in the Notes. In particular, we urge you to consider carefully the
following risk factors, as well as the risk factors set forth under the heading "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the fiscal
year ended December 31, 2018, incorporated by reference into this prospectus supplement and the accompanying prospectus.
Uncertainty relating to the calculation of LIBOR and other reference rates and their potential discontinuance may materially adversely affect the value
of the Floating Rate Notes.
National and international regulators and law enforcement agencies have conducted investigations into a number of rates or indices which are deemed
to be "reference rates." Actions by such regulators and law enforcement agencies may result in changes to the manner in which certain reference rates are
determined, their discontinuance, or the establishment of alternative reference rates. In particular, on July 27, 2017, the Chief Executive of the U.K.
Financial Conduct Authority (the "FCA"), which regulates LIBOR, announced that the FCA will no longer persuade or compel banks to submit rates for
the calculation of LIBOR after 2021. Such announcement indicates that the continuation of LIBOR on the current basis cannot and will not be guaranteed
after 2021. Notwithstanding the foregoing, it appears highly likely that LIBOR will be discontinued or modified by 2021, which is prior to the maturity
date of the Floating Rate Notes.
At this time, it is not possible to predict the effect that these developments, any discontinuance, modification or other reforms to LIBOR or any other
reference rate, or the establishment of alternative reference rates may have on LIBOR, other benchmarks or floating rate debt securities, including the
Floating Rate Notes. Uncertainty as to the nature of such potential discontinuance, modification, alternative reference rates or other reforms may materially
adversely affect the trading market for securities linked to such benchmarks, including the Floating Rate Notes. Furthermore, the use of alternative
reference rates or other reforms could cause the interest rate calculated for the Floating Rate Notes to be materially different than expected.
If it is determined that LIBOR has been discontinued and an alternative reference rate for three-month LIBOR is used as described in "Description of
Notes--Interest on the Floating Rate Notes", ExxonMobil (or our designee, which may be the calculation agent, a successor calculation agent, or other
designee of ours (any of such entities, a "Designee")) may make certain adjustments to such rate, including applying a spread thereon or with respect to the
business day convention, interest determination dates and related provisions and definitions, to make such alternative reference rate comparable to three-
month LIBOR, in a manner that is consistent with industry-accepted practices or applicable regulatory or legislative actions or guidance for such alternative
reference rate. See "Description of Notes--Interest on the Floating Rate Notes". Any of the specified methods of determining floating rate alternative
reference rates or the permitted adjustments to such rates may result in interest payments on your Floating Rate Notes that are lower than or that do not
otherwise correlate over time with the payments that would have been made on the Floating Rate Notes if published LIBOR continued to be available.
Other floating rate debt securities issued by other issuers, by comparison, may be subject in similar circumstances to different procedures for the
establishment of alternative reference rates. Any of the foregoing may have a material adverse effect on the amount of interest payable on your Floating
Rate Notes, or the market liquidity and market value of your Floating Rate Notes.
Interest on the Floating Rate Notes will be calculated using a Benchmark Replacement selected by ExxonMobil or our Designee if a Benchmark
Transition Event occurs.
As described in detail in the section "Description of Notes--Interest on the Floating Rate Notes--Effect of Benchmark Transition Event" (the
"benchmark transition provisions"), if during the term of the Floating Rate Notes, ExxonMobil (or our Designee) determines that a Benchmark Transition
Event and its related Benchmark

S-8
Table of Contents
Replacement Date have occurred with respect to LIBOR, ExxonMobil (or our Designee) in its sole discretion will select a Benchmark Replacement as the
base rate in accordance with the benchmark transition provisions. The Benchmark Replacement will include a spread adjustment, and technical,
administrative or operational changes described in the benchmark transition provisions may be made to the interest rate determination if ExxonMobil (or
our Designee) determines in its sole discretion they are required.
The interests of ExxonMobil (or our Designee) in making the determinations described above may be adverse to your interests as a holder of the
Floating Rate Notes. The selection of a Benchmark Replacement, and any decisions made by ExxonMobil (or our Designee) in connection with
implementing a Benchmark Replacement with respect to the Floating Rate Notes, could result in adverse consequences to the applicable interest rate on the
https://www.sec.gov/Archives/edgar/data/34088/000119312519221346/d787937d424b2.htm[8/15/2019 9:45:06 AM]

424B2
Floating Rate Notes, which could adversely affect the return on, value of and market for such securities. Further, there is no assurance that the
characteristics of any Benchmark Replacement will be similar to LIBOR or that any Benchmark Replacement will produce the economic equivalent of
LIBOR.
The Secured Overnight Financing Rate ("SOFR") is a relatively new market index and as the related market continues to develop, there may be an
adverse effect on the return on or value of the Floating Rate Notes.
If a Benchmark Transition Event and its related Benchmark Replacement Date occur, then the rate of interest on the Floating Rate Notes will be
determined using SOFR (unless a Benchmark Transition Event and its related Benchmark Replacement Date also occur with respect to the Benchmark
Replacements that are linked to SOFR, in which case the rate of interest will be based on the next-available Benchmark Replacement). In the following
discussion of SOFR, when we refer to SOFR-linked notes or debt securities, we mean the Floating Rate Notes at any time when the rate of interest on
those notes or debt securities is or will be determined based on SOFR.
The Benchmark Replacements specified in the benchmark transition provisions include Term SOFR, a forward-looking term rate which will be
based on SOFR. Term SOFR is currently being developed under the sponsorship of the Federal Reserve Bank of New York (the "NY Federal Reserve"),
and there is no assurance that the development of Term SOFR will be completed. If a Benchmark Transition Event and its related Benchmark Replacement
Date occur with respect to LIBOR and, at that time, a form of Term SOFR has not been selected or recommended by the Federal Reserve Board, the NY
Federal Reserve, a committee thereof or successor thereto, then the next-available Benchmark Replacement under the benchmark transition provisions will
be used to determine the amount of interest payable on the Floating Rate Notes for the next applicable interest period and all subsequent interest periods
(unless a Benchmark Transition Event and its related Benchmark Replacement Date occur with respect to that next-available Benchmark Replacement).
These replacement rates and adjustments may be selected or formulated by (i) the Relevant Governmental Body (as defined in the benchmark
transition provisions) (such as the Alternative Reference Rates Committee of the NY Federal Reserve), (ii) the International Swaps and Derivatives
Association, Inc., or (iii) in certain circumstances, ExxonMobil (or our Designee). In addition, the benchmark transition provisions expressly authorize
ExxonMobil (or our Designee) to make Benchmark Replacement Conforming Changes with respect to, among other things, the determination of interest
periods and the timing and frequency of determining rates and making payments of interest. The application of a Benchmark Replacement and Benchmark
Replacement Adjustment, and any implementation of Benchmark Replacement Conforming Changes, could result in adverse consequences to the amount of
interest payable on the Floating Rate Notes, which could adversely affect the return on, value of and market for the Floating Rate Notes. Further, there is no
assurance that the characteristics of any Benchmark Replacement will be similar to the then-current Benchmark that it is replacing, or that any Benchmark
Replacement will produce the economic equivalent of the then-current Benchmark that it is replacing.
The NY Federal Reserve began to publish SOFR in April 2018. Although the NY Federal Reserve has also begun publishing historical indicative
SOFR going back to 2014, such prepublication historical data inherently

S-9
Table of Contents
involves assumptions, estimates and approximations. You should not rely on any historical changes or trends in SOFR as an indicator of the future
performance of SOFR. Since the initial publication of SOFR, daily changes in the rate have, on occasion, been more volatile than daily changes in
comparable benchmark or market rates. As a result, the return on and value of SOFR-linked debt securities may fluctuate more than floating rate debt
securities that are linked to less volatile rates.
Also, since SOFR is a relatively new market index, SOFR-linked debt securities likely will have no established trading market when issued, and an
established trading market may never develop or may not be very liquid. Market terms for debt securities indexed to SOFR, such as the spread over the
index reflected in interest rate provisions, may evolve over time, and trading prices of the Floating Rate Notes may be lower than those of later-issued
SOFR-linked debt securities as a result. Similarly, if SOFR does not prove to be widely used in securities like the Floating Rate Notes, the trading price of
those securities may be lower than those of debt securities linked to rates that are more widely used. Debt securities indexed to SOFR may not be able to
be sold or may not be able to be sold at prices that will provide a yield comparable to similar investments that have a developed secondary market, and
may consequently suffer from increased pricing volatility and market risk.
The NY Federal Reserve notes on its publication page for SOFR that use of SOFR is subject to important limitations, indemnification obligations and
disclaimers, including that the NY Federal Reserve may alter the methods of calculation, publication schedule, rate revision practices or availability of
SOFR at any time without notice. There can be no guarantee that SOFR will not be discontinued or fundamentally altered in a manner that is materially
adverse to you as a holder of the Floating Rate Notes. If the manner in which SOFR is calculated is changed or if SOFR is discontinued, that change or
discontinuance may result in a reduction or elimination of the amount of interest payable on the Floating Rate Notes and a reduction in their trading prices.

S-10
Table of Contents
https://www.sec.gov/Archives/edgar/data/34088/000119312519221346/d787937d424b2.htm[8/15/2019 9:45:06 AM]

424B2
USE OF PROCEEDS
We estimate that the net proceeds to us from the sale of the Notes will be approximately $6,975 million, after deducting underwriting discounts and
commissions and estimated offering expenses payable by us. We intend to use the net proceeds from the sale of the Notes for general corporate purposes,
including, but not limited to, refinancing a portion of our existing commercial paper borrowings, funding for working capital, acquisitions, capital
expenditures and other business opportunities. As of June 30, 2019, our commercial paper bore interest at an average rate of 2.37% per annum and was
incurred to finance working capital needs. We may temporarily invest funds that are not immediately needed for these purposes in short-term investments,
including, but not limited to, marketable securities.

S-11
Table of Contents
CAPITALIZATION
The following table sets forth a summary of our consolidated cash and cash equivalents and capitalization on an actual and as adjusted basis as of
June 30, 2019. Our consolidated cash and cash equivalents and capitalization, as adjusted, gives effect to the issuance of the Notes offered by this
prospectus supplement, but not the application of the net proceeds thereof. See "Use of Proceeds." This table should be read in conjunction with "Item 7.
Management's Discussion and Analysis of Financial Condition and Results of Operations" and the consolidated financial statements and notes in our
Annual Report on Form 10-K for the fiscal year ended December 31, 2018, and "Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations" and the consolidated financial statements and notes in our Quarterly Report on Form 10-Q for the fiscal quarter ended June 30,
2019, in each case incorporated by reference into this prospectus supplement and the accompanying prospectus.

As of June 30, 2019

(Dollars in millions)

(unaudited)

As

Actual

Adjusted
Cash and cash equivalents

$
4,213
$ 11,188

Portion of long-term debt due within one year

1,842

1,842

Long-term debt (excluding the Notes offered hereby)

19,001

19,001
Notes offered hereby

--

7,000

Total long-term debt

19,001

26,001

Total Exxon Mobil Corporation shareholders' equity

198,465
198,465

Total capitalization

$ 217,466
$ 224,466

S-12
Table of Contents
DESCRIPTION OF NOTES
The Notes will be issued under an indenture, dated as of March 20, 2014, between ExxonMobil and Deutsche Bank Trust Company Americas, as
trustee (the "Trustee"), as supplemented by an officer's certificate of certain authorized officers of ExxonMobil setting forth the final terms of the Notes
(together, the "Indenture").
The following description of the particular terms of the Notes of each series offered by this prospectus supplement augments, and, to the extent
inconsistent, replaces the description of the general terms and provisions of the debt securities under "Description of Debt Securities" in the accompanying
prospectus. The following discussion summarizes selected provisions of the Indenture. Because this is only a summary, it is not complete and does not
describe every aspect of the Notes and the Indenture. Whenever there is a reference to defined terms of the Indenture, the statement is qualified in its
entirety to such ascribed definition.
A copy of the Indenture can be obtained by following the instructions under the heading "Where You Can Find More Information and Incorporation
by Reference." You should read the Indenture for provisions that may be important to you but which are not included in this summary.
General terms of the Notes
The Floating Rate Notes will mature on August 16, 2022 at 100% of their principal amount, the 2022 Fixed Rate Notes will mature on August 16,
https://www.sec.gov/Archives/edgar/data/34088/000119312519221346/d787937d424b2.htm[8/15/2019 9:45:06 AM]

Document Outline

#1">
- #1">