Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers.

On September 15, 2022, Devon Energy Corporation (the "Company") announced that David A. Hager notified the Company that he has decided to retire from the Board of Directors of the Company (the "Board"), including his position as Executive Chair of the Board, effective as of January 7, 2023. Mr. Hager's decision to retire from the Board is not the result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices. Following his retirement from the Board, Mr. Hager will continue in a special advisory capacity to the Company until his planned departure as an employee of the Company later in the first quarter of 2023.

The Board has also announced its intention to appoint Barbara M. Baumann as its Board Chair effective upon Mr. Hager's retirement from the Board.

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