Handbook for the BP Capital Accumulation Plan BP capital accumulation plan

About Your Handbook for the BP Capital Accumulation Plan 1 Features To Help You 1 Staying Up-to-Date 1 Before You Begin … Power-of-Attorney Guidelines 2 BP Capital Accumulation Plan 3 Who Is Eligible 4 How To Make or Change Contribution Elections 4 Beneficiary Designations 4 How the Plan Works 6 Your Contributions 6 Minimum Contribution 6 Maximum Contribution 7 Catch-Up Contributions 7 What Is Included in “Eligible Pay” 8 The Advantages of Before-Tax Savings 8 The Advantages of After-Tax Savings 9 Changing Your Contribution Amount 9 Rollover Contributions 9 Company Match Contributions 9 Investment Options 10 Setting Your Investment Direction 11 Exchanging Investment Options 12 Vesting 12 How To Access Your Account Information 12 How To Take a Loan 13 Types of Loans 13 Minimum Loan Amount 13 Maximum Loan Amount 13 Interest Rate on Plan Loans 13 How To Apply for a Plan Loan 13 Repayment of Plan Loans 14 Prepaying a Plan Loan 14 How To Take a Withdrawal While You Are Employed 15 In-Service Withdrawal Sources and Timing 15 Hardship Withdrawals 16 Tax Consequences of Withdrawals 16 How To Request a Withdrawal 17 While You Are Employed at BP 17 What Happens If You Take a Leave of Absence 17 What Happens If You Die 18 Payments To Your Beneficiary 18 What Happens If You Are Rehired 18 What Happens If You Are No Longer Eligible To Participate Due To a Transfer 19 When You Leave BP 19 Automatic Distribution of Benefits Valued at or Below $5,000 19 Benefits Valued Between $1,000 and $5,000 20 Benefits Valued at $1,000 or Less 20 Requesting a Distribution 20 Minimum Required Distributions 21 Lump-Sum Distributions 21 Rollover Distributions 21 Installment Payments 22 How Installment Payments Are Calculated 22 How Installment Payments Are Withdrawn From Your Account 23 Changing the Distribution of Installment Payments 23 If You Die While Receiving Installment Payments 23 Deferring Your Distribution 24 Partial Withdrawals 24 Tax Considerations 24 Required Tax Withholding 25 Postponing Taxes and Tax Withholding 25 Additional Taxes 26 Taxes on BP ADSs 26 Reduction for Overpayment 26 What Happens If Benefits Are Denied 26 When the Plan Changes or Ends 27 Administrative Information 27 Plan Trustee 27 Plan Sponsor and Identification Number 27 Plan Administrator 28 Plan Recordkeeper 28 Agent for Service of Legal Process 29 Governing Plan Documents 29 No Right to Employment 29 Assignment of Interest/Liens on Funds or Property 29 Qualified Domestic Relations Orders (QDROs) 30 The Future of the Plan 30 What Your Rights Are Under ERISA 31 If You Have Questions About Your Benefits 32 How to File a Formal Claim Under ERISA 32 Formal Claims and Appeals Process 32 Claims Process 33 Appeals Process 34 Effect of the Appeals Administrator’s Decision 35 After the Claims and Appeals Process Has Concluded 35 Time Limits and Venue for Bringing Suit 35 Importance of Exhausting the Administrative Review Process 35 BP Benefit Plans — ERISA Plan Information 36 Accessing Additional Resources 37 BP Retirement Services at Fidelity 37 Glossary 38 This summary constitutes part of a prospectus covering securities that have been registered under the Securities Act of 1933.

However, this summary does not incorporate by reference or otherwise any documents which have been filed with the U.S. Securities and Exchange Commission (“SEC”) by BP or any entity related to BP.

This handbook describes the BP Capital Accumulation Plan (“CAP”) effective as of publication, September 2011. Please note that the information presented is only a summary. It replaces all previously published BP CAP summary plan descriptions. If, in our efforts to make this plan easy to understand, any of the plan provisions have been omitted or misstated, the official plan document must remain the final authority. While we intend to update this handbook on a regular basis, it is possible that, from time to time, this handbook may not be current, complete, or consistent with other information or communications. Differences between this summary and the applicable plan documents are not intended; however, if any differences are found to exist, the relevant provisions of the plan document or prospectus — and not this summary — will govern.

The information in this document is intended to meet the federal disclosure requirements for Summary Plan Descriptions. BP expects to continue the plan indefinitely; nonetheless, the company reserves the right to change or end the plan at any time without advance notice.

This document does not guarantee employment for any specified term and is not to be construed as a contract limiting the company’s right to terminate the employment relationship at any time. About Your Handbook for the BP Capital Accumulation Plan BP has put together this handbook for the BP Capital Accumulation Plan so that you can use your benefits to your greatest advantage. Designed to be convenient and easy to use, it can help you make your benefits even more valuable to you and your family.

Features To Help You Staying Up-to-Date

Within this handbook, you will find several This handbook may be updated from time features to help increase your understanding to time. You will be notified of any changes of your benefits, use your benefits wisely either by email or mail. or find answers to your questions. These features include icons which have been placed in the text to highlight essential Remember ... information for you: If you have had a change in your life and need to make changes to your savings plan c Directs you to important information you contribution elections, investment elections should pay special attention to. or beneficiary designations, or if you have any questions about your savings plan, call Points you to other sections in the handbook * BP Retirement Services at Fidelity to speak which provide you with additional with a Participant Services Representative. information.

This reinforces information that needs to stay in your mind when you’re considering your choices.

When you see these icons, the information is critical to your full understanding of the topic. Read to have an accurate picture of what you need to know and/or do.

Other important features include: z Contacts — “Accessing Additional Resources” on page 37 gives you the phone numbers and Web sites for claims administrators. z Glossary — You will find that some benefit terms used in the handbook have very specific meanings. These terms are underlined the first time they appear in major sections. You will find their definitions in the “Glossary,” which begins on page 38.

BP Capital Accumulation Plan 1 Before You Begin … Power-of-Attorney Guidelines

BP will accept a power of attorney (POA) or Be sure to clearly reference “BP” in the court order (for guardians or conservators) if transmittal letter. it satisfies the guidelines applied by the Plan Administrator. If the third party request for representation does not involve a BP retirement plan Effective November 1, 2009, any third party administered by BP Retirement Services at seeking to act on behalf of a BP participant Fidelity, Fidelity will forward the document for the BP Capital Accumulation Plan through to BP’s ERISA Claims and Appeals Analyst a power of attorney must submit a power of for review. Determinations will be based on attorney, using the BP model format, to BP guidelines adopted by the Plan Administrator. Retirement Services at Fidelity. A copy of the POA form and additional information about To protect the security of participants’ submissions is available by contacting BP accounts and information, Social Security Retirement Services at Fidelity or by referring numbers and passwords or personal to the power of attorney notice/form identification numbers (PINs) are required available on LifeBenefits. when obtaining benefits or payroll information or making transactions. Each POAs or court orders pertaining to the participant is responsible for safeguarding BP Capital Accumulation Plan should be passwords and PINs. submitted to BP Retirement Services at Fidelity at the following address: BP Retirement Services at Fidelity will

If sent via overnight delivery: not process a transaction if there is reason Fidelity Investments to believe that the person making the Attn: BP Retirement Services transaction is not the plan participant or 100 Crosby Parkway, Mail zone KC1F-D the participant’s agent under a POA or a Covington, KY 41015 court appointed conservator or guardian. If sent via U.S. Mail: Fidelity Investments Attn: BP Retirement Services P.O. Box 770003 Cincinnati, OH 45277-0070

2 BP Capital Accumulation Plan BP Capital Accumulation Plan Because your future financial security is so important, the company offers you the BP Capital Accumulation Plan. Participation in this plan is completely voluntary but is restricted to represented employees at the Los Angeles Refinery who were participants in the Capital Accumulation Plan on December 31, 2001.

The Capital Accumulation Plan is a 401(k) The plan was formerly also an employee plan that lets you save whatever percentage stock ownership plan (ESOP) and some of your eligible pay you elect, up to plan participants may have accounts that hold and legal limits, toward your retirement. BP prior ESOP balances. matches 160% of every before-tax dollar you contribute, up to 5% of your eligible pay. This summary is part of the plan You can elect to contribute on a before-tax prospectus and replaces and supersedes or an after-tax basis, or a combination of the corresponding section of the ARCO both. All contributions and investment gains Employee Handbook dated November, or losses are credited to your plan account. 2007. The complete prospectus includes:

You choose how your savings are invested z this summary of the BP Capital from a variety of investment options. You — Accumulation Plan; not the company — assume all investment z the most recent Investment Options Guide, risk. That means your account will benefit including any Updates; from any investment gains and experience z the most recent Quarterly Investment any investment losses as well. Performance Statement;

z BP’s most recent Annual Report; You have access to your account balance through the Capital Accumulation Plan’s loan z all documents incorporated by reference provision, and, under certain conditions, you into the above documents; and may take a withdrawal of a portion of your z future supplements and amendments to account while you are still working for BP. these documents.

The BP Capital Accumulation Plan was In the event of any inconsistency amended and restated effective January 1, between a statement contained in this 2008, and has been amended periodically summary and the plan document, the since that time. This plan is intended to be terms of the plan document will control. a “qualified retirement plan” under Section 401(a) of the Internal Revenue Code and to meet the requirements of Code Section 401(k).

BP Capital Accumulation Plan 3 z designate a beneficiary, who will receive your Who Is Eligible Capital Accumulation Plan benefits in the event of your death. In general, you are eligible to participate in the Capital Accumulation Plan if: * “Your Contributions,” page 6; “Investment z you are a represented full-time, part-time, Options,” page 10; “Beneficiary Designations,” occasional, or temporary employee at the below Los Angeles Refinery and your collective bargaining agent has negotiated the benefits When you participate in the Capital of this plan for you; and Accumulation Plan, you authorize your z you were a participant in the predecessor employer to take payroll deductions each (ARCO) Capital Accumulation Plan on December 31, 2001 and you have remained pay period based on the percentage of a participant since that date. eligible pay you elect to contribute to the plan. If you were not already a participant in * “What Is Included in ‘Eligible Pay,’” page 8 the ARCO Capital Accumulation Plan on December 31, 2001, you are not eligible New or updated contributions to the Capital to become a participant in the BP CAP. Accumulation Plan will begin as soon as No new participants may enter the plan administrative procedures allow after the after that date. change is made.

To access BP Retirement Services, you will How To Make or Change need a personal identification number (PIN). Contribution Elections If you don’t have a PIN or have forgotten yours, the system will prompt you for Participation in the Capital Accumulation personal information so you can establish Plan is restricted to a frozen group as your PIN. The personal information outlined above. In general, newly hired may include your Social Security number, employees are eligible for the BP Employee your birth date or your mailing address. Savings Plan instead. Information required to set up or change your PIN may vary over time for account If you are a participant in the Capital security purposes. Accumulation Plan, you can make changes at any time in accordance with plan procedures. Changes are processed through BP Beneficiary Designations Retirement Services at Fidelity. You should designate a beneficiary, who * “Accessing Additional Resources,” page 37 will receive your Capital Accumulation Plan When you participate in the Capital account in the event of your death. Accumulation Plan, you will need to: * “What Happens If You Die,” page 18 z If you are married, your spouse is automatically z determine how much to contribute to the plan; your beneficiary. If you want to designate z determine the type of contribution to make someone other than your spouse to be your (before-tax, after-tax or both); beneficiary, your spouse must consent in z choose your investment options; and writing each time you make a new designation. A notary public must verify that consent. In any case, a beneficiary designation should be completed.

4 BP Capital Accumulation Plan z If you are not married, you may designate Remember ... you’ll need to review your anyone you wish to be your beneficiary, and beneficiary designations in the event your you may change this designation as often as you like. family status changes — for example, if any of the following events occur: If you do not designate a beneficiary, if no z Your marriage, legal separation or divorce; designated beneficiary survives you or if z Establishment or end of your domestic your beneficiary designation was not filed partnership; properly, upon your death, your account z Acquisition of new dependents through birth, will be paid to your estate. adoption or legal guardianship; or

z Death of your spouse, child or anyone else You can name one person, more than one you have designated as a beneficiary. person, or a trust or other legal entity as your primary beneficiary. You can also When such events happen, it’s also a good name a secondary beneficiary, or contingent idea to review your current savings level to beneficiary, to receive your account in the make sure you’re making progress toward event your primary beneficiary(ies) dies your retirement goals. before you. If you name more than one primary beneficiary and one of those To designate your beneficiary or change beneficiaries does not survive you, his or your beneficiary designation, contact BP her portion will be shared equally among Retirement Services online or by phone. any remaining beneficiaries of the same * “Accessing Additional Resources,” page 37 type (primary or contingent), except to the extent otherwise provided on the applicable You may need to properly complete any beneficiary form. Payment will be made to required forms such as a notarized spousal your contingent beneficiary(ies) only if there consent and return them to BP Retirement is no surviving primary beneficiary. Services in order for your new or changed beneficiary designation to become effective. If any required forms are not completed c You should be aware of some additional properly or accepted by BP Retirement provisions that apply to beneficiary Services, your designation will not designations: be valid, and you will be notified z Your beneficiary designations cannot be accordingly. changed by anyone after your death.

z No beneficiary can refuse to accept his/her benefit.

z A divorce does not automatically revoke your former spouse as a designated beneficiary. You must change your beneficiary designation to replace him or her.

z A qualified domestic relations order (QDRO) may affect your beneficiary designation. * “Qualified Domestic Relations Orders (QDROs),” page 30

BP Capital Accumulation Plan 5 How the Plan Works You have access to your account balance through the Capital Accumulation Plan’s loan You may contribute whatever percentage provision, and, under certain conditions, you of your eligible pay you desire on a before- may take a withdrawal of a portion of your or after-tax basis, up to the plan’s 27% upper account while you are still working for BP. limit and certain legal limits, toward your When you leave BP, you may choose from retirement. several distribution options, including a * “What Is Included in ‘Eligible Pay,’” page 8 rollover distribution to another employer’s qualified plan or to an IRA, or you may leave Participation is entirely voluntary. your account in the Capital Accumulation Plan if your balance exceeds $5,000. Based on your elections, your contributions * “When You Leave BP,” page 19 are deducted automatically from each paycheck on a before-tax basis or after-tax basis, or a combination of both. You may Your Contributions also make rollover contributions to the plan. You choose how to invest your savings You make your contributions through from a variety of investment options. BP automatic payroll deductions. Your makes a company match contribution equal contributions are transferred to the to 160% of every dollar you contribute on trustee after each payroll cycle as soon a before-tax or catch-up basis (excluding as administrative procedures allow. rollover contributions), up to 5% of your eligible pay. However, you should note When you contribute to the Capital that BP does not make a company match Accumulation Plan on a before-tax basis, contribution for money you contribute on your contribution is not subject to current an after-tax basis. federal and, in most cases, state or local income taxes while held in the plan. When you enrolled in the Capital However, your before-tax contributions Accumulation Plan, an account was set up are subject to federal employment taxes in your name. Your account consists of the (i.e., FICA). following contribution sources, if applicable:

z before-tax; Minimum Contribution z company match; The minimum contribution you may make z after-tax; is 1% of your eligible pay. * “What Is Included in ‘Eligible Pay,’” page 8 z before-tax rollover; and

z after-tax rollover.

Each of these contribution sources also reflects any gains or losses on your contributions.

6 BP Capital Accumulation Plan Maximum Contribution The Capital Accumulation Plan must also satisfy legal non-discrimination rules, You may designate whatever whole designed to ensure that qualified retirement percentage of your eligible pay you wish plans do not pay a disproportionate portion to contribute, subject to the following plan of their benefits to highly compensated and legal contribution limits: employees (employees earning more z There is an annual dollar limit (the 402(g) limit) than $110,000 a year). If you are a highly set by the Internal Revenue Service (IRS) on compensated employee, your contributions before-tax contributions to 401(k) plans such as the Capital Accumulation Plan. In 2011, this — other than catch-up contributions, which annual limit is $16,500. (If you are age 50 or are not subject to these rules — may need older as of December 31, 2011, you may make to be reduced or partially refunded in order an additional $5,500 in catch-up contributions.) for the plan to comply with these rules. Your before-tax employee contributions will You will be notified if you are affected. automatically stop without notice once you reach the annual before-tax contribution limit (including catch-up contributions, if applicable) Catch-Up Contributions — but the BP company match continues as though your before-tax contribution had not In any year in which you are (or reach) stopped, until you receive the full company age 50 or older (based on company match. You should not stop your before-tax contribution percentage yourself, or you records), you are eligible to make before-tax may lose out on the match. Your before-tax contributions in excess of the annual 402(g) contribution will automatically resume at the limit (which is $16,500 in 2011) and the total beginning of the next year, unless you’ve contribution level ($49,000 in 2011). These stopped the contribution by adjusting the percentage to zero. contributions are referred to as “catch-up contributions.” The maximum catch-up z The IRS also limits total annual additions to savings plans, which includes both employee contribution for 2011 is $5,500, so your total and employer contributions. This annual limit before-tax savings opportunity for 2011 — if is $49,000 for 2011. (For purposes of this limit, age 50 or older — is $22,000. Your catch-up “compensation” generally includes more than contribution is matched by BP, just like your the definition of eligible pay under the plan — it is essentially equal to your W-2 income plus basic before-tax contribution. your before-tax contributions for benefits.)

If you reach the annual additions limit ($49,000 in 2011), your contributions will stop without c Eligibility for catch-up contributions is notice. However, your contributions will based on your date of birth as found in automatically resume at the beginning of the payroll records. It is your responsibility next year. If this happens — or if your eligible to make sure the date on file is correct. pay exceeds the annual limit described below — you may be eligible for a non-qualified Corrective changes will not be made if savings plan benefit. Contact BP Retirement you have not verified your date of birth Services for more information. in a timely manner. * “Accessing Additional Resources,” page 37 z The IRS also places an annual limit on the amount of eligible pay that can be recognized under the plan. For 2011, this annual limit is $245,000. If you reach the annual compensation limit, your contributions will stop without notice.

BP Capital Accumulation Plan 7 When you reach the increased annual Before-tax contributions do not reduce the before-tax limit (including the catch-up amount of your compensation that is used contribution), your before-tax employee to calculate pay-related benefits, such as life contributions will automatically stop for the insurance, disability insurance or retirement remainder of the year. They will resume benefits. And, because Social Security taxes at the beginning of the next year. All are based on your unreduced pay, your your before-tax employee contributions Social Security benefits will not be affected (up to 5% of eligible pay) — including the by your contributions to the Capital catch-up contribution — will be matched Accumulation Plan. Remember, because this by the company at 160% of your before-tax plan was frozen with respect to membership contributions. on December 31, 2001, you are 100% vested in your account. “Vesting,” page 12 What Is Included in “Eligible Pay” * Your Capital Accumulation Plan contributions The following example shows how making are based on a percentage of your eligible before-tax contributions instead of after-tax pay. For purposes of the plan, “eligible pay” contributions can increase take-home pay. includes actual wages or salary paid to you The example is based on a married BP for your personal services (including before- employee who files a joint tax return with tax contributions for benefits) and fire two allowances. The employee earns brigade pay (for represented employees at $32,000 in eligible pay and decides to the Carson Business Unit). “Eligible pay” save 10% of that amount. does not include any extra pay such as overtime, premiums, bonuses, living or Before-Tax After-Tax Savings Savings other allowances or the Alaska benefit base Eligible pay: $ 32,000 $ 32,000 enhancement, or foreign service premiums. Before-tax savings (at 10% of eligible pay): – 3,200 – 0 The Advantages of Taxable income: $ 28,800 $ 32,000 Before-Tax Savings Federal income tax* $ 3,470 $ 3,950 After-tax savings Each dollar you contribute to the Capital (at 10% of eligible pay): – 0 – 3,200 Accumulation Plan on a before-tax basis is Annual take-home pay: $ 25,330 $ 24,850 a dollar that is not included in your taxable Difference in take-home pay: $ 480 income for that calendar year. So you do not pay taxes on that money (including any * This example is based on 2011 withholding rates and does not include state or local taxes. investment income) until it is distributed from the plan.

8 BP Capital Accumulation Plan The Advantages of After-Tax Savings Rollover Contributions Making after-tax contributions offers several If you qualify and elect a lump-sum benefits: distribution from another tax-qualified z Any gains or income you earn on your retirement arrangement or IRA, you may be investment options accumulates on a able to contribute — or “roll over” — the tax-deferred basis. taxable portion of your distribution directly z You save through convenient payroll into the BP Capital Accumulation Plan. You deductions. are always 100% vested in the market value z You can take an in-service withdrawal of of your rollover contribution source. your after-tax contributions. (In contrast, withdrawals from your before-tax contribution To make a rollover contribution, you need to source are restricted.) follow specific procedures that are available z You are always 100% vested in the market from BP Retirement Services, including: value of your after-tax contributions. z Taxable distributions can be rolled over from * “How To Take a Withdrawal While You Are a tax-qualified retirement arrangement or IRA Employed,” page 15 either directly or indirectly. z Non-taxable distributions can only be rolled Note, however, that after-tax contributions over via a direct rollover from tax-qualified retirement arrangements (not from IRAs). do not attract the company match. Also, note that the plan will not track tax-basis for any non-taxable amounts rolled into the plan. This means, for example, that you will Changing Your Contribution Amount lose any tax advantage on pre-1987 after-tax contributions made to the prior plan. You may change your contribution amount — in 1% increments — or stop contributing * “Accessing Additional Resources,” page 37 at any time. Changes will be effective as soon as administrative procedures allow. Company Match If you reduce your contribution amount Contributions to less than 5% of eligible pay or stop contributing entirely, your company match When you participate in the Capital contributions will be reduced accordingly. Accumulation Plan, you receive a 160% * “What Is Included in ‘Eligible Pay,’” page 8 company match contribution on the first 5% of eligible pay you contribute to the Capital To change your contribution amount or stop Accumulation Plan on a before-tax or contributing, contact BP Retirement Services. catch-up contribution basis. * “Accessing Additional Resources,” page 37 * “What Is Included in ‘Eligible Pay,’” page 8

BP Capital Accumulation Plan 9 Company match contributions are credited c If you reach the IRS limits on annual to your company match contribution source before-tax contributions and your before- and invested initially in the same way tax contributions stop for the remainder as you elected to invest your employee of the year, you will continue to receive contributions, but you may make exchanges the company match contribution based to other investment options at any time. If on your current before-tax contribution you have not set an investment direction for percentage, as long as you’ve elected your employee contributions, your company to contribute at least 5% of your regular matching contributions will be automatically earnings to the plan (i.e., 1.6% for each invested in the Target Date Fund nearest 1% before-tax contribution, up to 5%). to your expected retirement date (assumed * “Maximum Contribution,” page 7 to be age 65), but you may change your investment election or exchange to other investment options at any time. You are always fully vested in the market value of your company match contributions and any investment income on those Investment Options contributions. * “Vesting,” page 12 The Capital Accumulation Plan allows you to choose from a variety of investment Here is an example of how company match options. You decide which options best suit contributions are calculated. In this example, your investment plan and set your investment a BP employee earns $32,000 in eligible pay direction. Remember, it is important to and decides to save 10% of that amount on review your investments periodically, and a before-tax basis. to rebalance your allocation or adjust your investment strategy. Company Match Contributions Capital Accumulation Plan before-tax You should also consider the benefits of contribution ($32,000 x 10%): $ 3,200 maintaining a diversified investment portfolio. BP’s company match contribution — In general, spreading your assets across 160% of the before-tax employee different types of asset classes (such as contribution, up to 5% of eligible pay (160% x 5% x $32,000) + $ 2,560 stocks, bonds and short-term investments) Total annual contribution (excluding can lower your portfolio’s overall risk. investment gains or losses) $ 5,760 This is because market or other economic conditions that cause one asset class or particular security to perform well may cause another asset class or specific security to perform poorly. Although diversification is not a guarantee against loss, it can be an effective strategy to help you manage investment risk.

10 BP Capital Accumulation Plan As part of understanding your investment options, it is also important to know the cost c The plan has investment options (fees and expenses) of your investments, operated by an entity that has claimed since cost can impact your net return an exclusion from the definition of the (investment results after fees and expenses term “commodity pool operator” under are deducted). the Commodity Exchange Act (“CEA”), as amended, and that therefore is not subject to registration or regulation as c Keep in mind that you have sole a pool operator under the CEA. responsibility for choosing those investment options in which you invest initially and for exchanging your investment options over time. Neither Setting Your Investment Direction the company nor any other plan fiduciary You may set your investment direction for is liable for any loss in value of your all contributions sources — both employee investment holdings resulting from and company — as often as you would your exercise of your investment like by contacting BP Retirement Services responsibility to the extent permitted at Fidelity either online or by phone. under Section 404(c) of ERISA. * “Accessing Additional Resources,” page 37

A complete list of all the investment options c Read the Investment Options Guide available under the Capital Accumulation and any Updates for information about Plan is contained in the Investment Options any restrictions or limitations on your Guide, which is incorporated into this investment direction, exchanges or other summary by reference. plan transaction requests. For example, a number of investment funds have imposed transfer restrictions. Contact c Keep in mind that any of the plan’s BP Retirement Services if you would investment options may be changed, like a printed copy of the Investment closed to new investments or eliminated Options Guide and any Updates, or you at any time and without prior notice. may print them online at BP LifeBenefits or Fidelity NetBenefits. * “Accessing Additional Resources,” page 37 Generally, you can set your investment direction for new contributions or exchange investment options for your account balance at any time. * “Setting Your Investment Direction,” below; “Exchanging Investment Options,” page 12

BP Capital Accumulation Plan 11 If you do not set an investment direction Vesting when you enroll in the Capital Accumulation Plan, your employee contributions, company Your right to ownership of your Capital matching contributions, and any rollovers Accumulation Plan account is known as will be automatically invested in the Target vesting. Date Fund nearest to your expected retirement date (assumed to be age 65) Because the plan was frozen effective at the time the contributions are made. December 31, 2001, you are always 100% You can change this election at any time. vested in all contribution sources. That * “Exchanging Investment Options,” below means you will be entitled to receive 100% of the market value of these contribution sources when you leave BP, regardless of Exchanging Investment Options your length of service. You may exchange the investment options of the funds currently in your account anytime — as often as you would like — by How To Access Your contacting BP Retirement Services either Account Information online or by phone. * “Accessing Additional Resources,” page 37 You have daily access to view your account information securely online via Fidelity’s You may exchange all or a portion of NetBenefits® site or you may receive printed your plan account among the Capital quarterly statements. If you elect the online Accumulation Plan’s investment options. feature, you will have access to your account * “Investment Options,” page 10 balances and your personal rate of return for any month or calendar quarter within the last 24 months. No matter how you decide to c Read the entire text of the Investment review your account — quarterly hardcopy Options Guide, the most recent statements or online — you will receive a Quarterly Investment Performance paper statement and Quarterly Investment Statement (QIPS) and any Updates Performance Statement annually following to the Guide for a more complete the fourth quarter of each year. description of all the investment options described in this summary, for the In these statements — both hardcopy performance history of the funds and and online — you will see how your plan for information about selecting your investment options are performing and how investment options. The information much you and the company have contributed about investment options contained during the relevant period. You will also get in the Investment Options Guide the status of any outstanding loans you have supersedes the investment option from the Capital Accumulation Plan, plus information included in this summary. summaries of any transactions performed Contact BP Retirement Services if during the relevant period. Contact BP you would like a printed copy of the Retirement Services if you have any Investment Options Guide. questions about the information on * “Accessing Additional Resources,” page 37 these statements. * “Accessing Additional Resources,” page 37

12 BP Capital Accumulation Plan How To Take a Loan c Special rules apply for participants on a You may take out a loan from your military leave from BP. For information, Capital Accumulation Plan account for any contact BP Retirement Services. reason before you leave BP. However, * “Accessing Additional Resources,” you may have no more than four loans page 37 outstanding at one time.

When you take out a plan loan, you make loan repayments to your Capital Maximum Loan Amount Accumulation Plan account with interest. Repayments are made through automatic The maximum amount you may borrow payroll deductions in equal installments over from your Capital Accumulation Plan account a specific period of time. If you have an is 50% of your vested balance, or $50,000, outstanding loan and you are not receiving whichever is less. Any outstanding loans a paycheck from a participating employer, you have taken over the previous 12 months BP Retirement Services at Fidelity will under a BP plan will reduce the amount you provide a coupon book for repayments. have available to borrow. Contact BP Retirement Services for more details. * “Accessing Additional Resources,” page 37 Interest Rate on Plan Loans The interest rate on any loan you take from your Capital Accumulation Plan account will Types of Loans be based on the prime rate as indicated in Two types of loans are available: general The Wall Street Journal on the last business purpose loans and residential loans. You day of each month. Once established, the may take a general purpose loan for any rate is fixed and will not change for the reason. Residential loans can be used term of your loan. So, if the prime rate as only to purchase your principal place of published in The Wall Street Journal is 4% on residence. Applications for residential loans March 31 (a business day), your interest rate require submittal of a sales agreement. for a loan initiated on April 1 would be 4%.

Special rules apply for participants on a military leave of absence from BP. For more How To Apply for a Plan Loan information, contact BP Retirement Services You may apply for or model a loan from at Fidelity. your Capital Accumulation Plan account through BP Retirement Services. * “Accessing Additional Resources,” page 37 Minimum Loan Amount The minimum amount you may borrow In addition to the loan amount, a loan from your Capital Accumulation Plan setup fee of $35 will be charged against your account is $1,000. account each time you take out a loan. This setup fee may be changed from time to time. There is no charge for modeling a loan.

BP Capital Accumulation Plan 13 Unless you elect otherwise by speaking Your loan repayments will be invested with a BP Retirement Services Participant according to your current investment election Services Representative, your loan will and credited to the contribution sources in be prorated across your plan investment reverse order from the order used to fund options. Your loan and setup fee will be the loan. taken from the contribution sources in your * “How To Apply for a Plan Loan,” page 13 Capital Accumulation Plan account in the following order: If you do not make a loan payment when z former company match; c z company match; it is due, your entire loan balance will be z before-tax rollover; considered in default. Loans in default z before-tax; will be treated as withdrawals and will z before-tax catch-up; be subject to regular income taxes, z transferable shares; including — if applicable — a 10% early- z former company ESOP after-tax; z former company ESOP company match; withdrawal penalty, unless you make z after-tax; and your missing payment within a 90-day z after-tax rollover. grace period. If you default on a loan, you must repay the defaulted loan (plus If you apply for a loan and satisfy the interest) before you take out a new loan. conditions that apply to your application, you will be sent a check (or electronic funds transfer (EFT), if elected) for the amount of The minimum repayment period is six the loan, along with a hardcopy (or online if months. The maximum time period for EFT is elected) loan agreement that contains repayment of general purpose loans is a truth-in-lending disclosure. You should five years. However, if the loan is for read your loan agreement carefully before the purchase of your principal place of endorsing your loan check (or endorsing residence, the maximum time period for online), as your endorsement will bind loan repayment is 15 years. you to the terms of the loan agreement.

Repayment of Plan Loans c If you change payroll frequencies (e.g., weekly to monthly), your loan will be If you take out a loan from your Capital automatically reamortized to match your Accumulation Plan account, your loan new payroll frequency. repayments — including principal and interest — will be automatically deducted in equal amounts from each paycheck Prepaying a Plan Loan on an after-tax basis. Note that since any portion of the loan proceeds that came from You may prepay all or part of the unpaid before-tax sources is being paid back with balance of your loan at any time without after-tax dollars, that portion is effectively penalty. To arrange for prepayment, contact being taxed twice since that portion will BP Retirement Services to learn the process be taxed again at distribution. for making such payments. * “Accessing Additional Resources,” page 37

You can always make additional payments online by ACH or by mailing in a check. The amount will be applied to the principal.

14 BP Capital Accumulation Plan How To Take a Withdrawal While You Are Employed While you are working at BP, you may be able to take an in-service withdrawal of all or a portion of your Capital Accumulation Plan account.

In-Service Withdrawal Sources and Timing

In-service withdrawals are subject to the following restrictions relating to contribution sources and timing:

Contribution Source Amount Available Limitations

1 Before-tax z The entire amount, if you z If you are under age 59 /2 and have an immediate 1 are at least age 59 /2. financial need, you will have to access all other z The amount required to plan loans or withdrawals from all BP plans meet your financial need, before you can request a hardship withdrawal. if you qualify for a hardship z Special rules apply to participants who are withdrawal. permanently and totally disabled. Contact BP z None, if you are not yet Retirement Services for more information. 1 “How To Take a Loan,” page 13; “Accessing age 59 /2 and do not qualify * for a hardship withdrawal. Additional Resources,” page 37 After-tax z The entire amount. z Pre-1987 contributions will be withdrawn first. Both after-tax contribution sources are combined for determining the taxability of withdrawals. Company match — z The entire vested portion z None. before July 1, 1988 of your account.

1 Company match — z The entire amount, if you z If you are under age 59 /2, these funds are NOT 1 after June 30, 1988 are at least age 59 /2. available.

1 Before-tax rollover z The entire amount, if you z If you are under age 59 /2, these funds are NOT 1 are at least age 59 /2. available. After-tax rollover z The entire amount. z None. Both after-tax contribution sources are combined for determining the taxability of withdrawals.

Withdrawals are generally considered taxable c It is a good idea to consult a tax advisor and may also be subject to penalties and to learn about the impact each Capital withholding. Of course, income tax laws Accumulation Plan withdrawal option are complex and subject to change. has on your personal situation before you request a withdrawal. * “Tax Consequences of Withdrawals,” page 16

BP Capital Accumulation Plan 15 Hardship Withdrawals c When you apply for a hardship 1 If you are not yet age 59 /2 you may apply to withdrawal, you will be required to take a hardship withdrawal of your before- provide proof of hardship. Once you tax contribution source only if you satisfy have received the withdrawal, you will the following conditions: not be allowed to make contributions z you have taken: (including catch-up contributions) to your — a plan loan from any of your company Capital Accumulation Plan account or savings plan accounts in the maximum receive company match contributions amount available; and for the following 12 months. — any other in-service withdrawals available; * “Company Match Contributions,” and page 9 z you have an immediate financial need: — for the purchase or construction of your principal residence (excluding mortgage Hardship withdrawals are considered taxable payments); and are subject to penalties. In addition, — for the payment of tuition, related post- hardship withdrawals cannot be rolled over secondary education expenses, and room and board expenses for the next 12 months — they must be used toward relief of your for yourself, your spouse, your child or any hardship. Of course, income tax laws are other person who is your dependent for complex and subject to change. It is a federal income tax purposes; good idea to consult a tax advisor before — to prevent eviction from or foreclosure on applying for a hardship withdrawal from your principal residence; the Capital Accumulation Plan. — to pay for certain uninsured medical expenses for yourself, your spouse, your child or any other person who is your dependent for federal income tax purposes Tax Consequences of (determined without regard as to whether the expenses exceed 7.5% of adjusted Withdrawals gross income); Taxable withdrawals from your Capital — to pay funeral expenses for your spouse, your child or any other person who is your Accumulation Plan account are taxed as dependent for federal income tax purposes; ordinary income in the year withdrawn. or If you have not left BP and are not yet 1 — effective March 1, 2007, to pay for expenses age 59 /2, you also may be subject to a 10% for the repair of damage to your principal tax penalty for early withdrawal, unless residence that would qualify for a deduction under Section 165 of the Code (determined you elect a rollover of your non-hardship without regard as to whether the loss withdrawal to an Individual Retirement exceeds 10% of adjusted gross income). Account (IRA) or another qualified retirement plan. (Hardship withdrawals cannot be * “How To Take a Loan,” page 13; “In-Service rolled over.) Withdrawal Sources and Timing,” page 15 * “Rollover Distributions,” page 21 In addition to the amount you need for any of these expenses, you may withdraw enough of your account to pay the taxes you will owe on your withdrawal.

16 BP Capital Accumulation Plan A federal income tax withholding of 20% While You Are applies to the taxable portion of withdrawals that are eligible for rollover but are not Employed at BP directly rolled over to another tax-qualified Special rules apply to your participation in retirement arrangement or IRA. You also the Capital Accumulation Plan if certain life may be responsible for state and local taxes. events occur.

How To Request a What Happens If You Withdrawal Take a Leave of Absence

To determine how much you may have In general, your Capital Accumulation Plan available for an in-service withdrawal or to employee and company match contributions request a withdrawal, contact BP Retirement will continue as long as you are receiving Services. a regular paycheck from the company. * “Accessing Additional Resources,” page 37 Specifically: z You will receive a single cash payment of If you are on a paid leave of absence, your contributions will continue during your leave. your withdrawal amount, unless you elect an You may change or stop your contributions at in-kind distribution of any amount invested any time by contacting BP Retirement Services. in the BP Stock Fund by speaking with a z If you are on an unpaid leave of absence BP Retirement Services Participant Services (including a medical/long-term disability leave), Representative. Your withdrawal will be your contributions will stop until you return. taken from your contribution sources z If you are on a military leave, you may make according to your request. up any missed contributions upon your return. You will receive the full match you would have received while you were on qualified military Unless you elect otherwise, your withdrawal leave, reduced by any match you may have will be prorated across your investment received during this time. options. The company match resumes automatically for current contributions. From the date of re-employment, you have the lesser of five years or three times the period of military service to repay the missed contributions. Contact BP Retirement Services for more information.

* “Accessing Additional Resources,” page 37

If you have an outstanding plan loan and you take an unpaid leave of absence, you will receive a coupon book to use for loan repayments.

BP Capital Accumulation Plan 17 What Happens If You Die Other than the elections above, your beneficiary has no other rights or options If you die while employed by BP, your under the Capital Accumulation Plan. For designated beneficiary gains the right example, he/she may not initiate a new to your total Capital Accumulation Plan loan or choose to delay payment of benefits account balance, including company beyond the fifth calendar year following match contributions. the date of your death. If no distribution * “Beneficiary Designations,” page 4 election is received by the end of the 5-year period, a lump-sum payment will To change your beneficiary designation, automatically be made to your beneficiary. contact BP Retirement Services. * “Accessing Additional Resources,” page 37 What Happens If Payments To Your Beneficiary You Are Rehired If you die, BP Retirement Services should If you are a participant in the Capital be notified as soon as possible. Accumulation Plan, leave the company and * “Accessing Additional Resources,” page 37 are later rehired by BP, you will no longer be eligible for the Capital Accumulation Plan. As long as your account balance exceeds However, if eligible, you may participate in $5,000, your beneficiary can: the savings plan offered by your employing z leave the account balance in the plan until BP company. To enroll online or by phone the end of the fifth calendar year following contact BP Retirement Services. your date of death; or * “Who Is Eligible,” page 4; “Accessing z take an immediate lump-sum distribution. Additional Resources,” page 37

Installments or partial distributions are not permitted. * “Beneficiary Designations,” page 4

Your beneficiary may elect to:

z make exchanges between investment options;

z continue to make loan payments on any outstanding loan or pay it off in full to avoid having it treated as a defaulted loan;

z have all or part of any portion of your account that is invested in the BP Stock Fund distributed in-kind as BP ADSs rather than in cash; or

z directly roll over your account balance to a tax-qualified retirement arrangement or IRA. — A surviving spouse beneficiary may directly roll over your account balance to a tax-qualified plan or an IRA. — A non-spouse beneficiary may elect a direct trustee-to-trustee rollover to an IRA. Special rules apply; consult your tax advisor.

18 BP Capital Accumulation Plan What Happens If You Are No When You Leave BP Longer Eligible To Participate When your employment with BP ends, you Due To a Transfer have several options to consider. You may request a distribution of your vested benefit If you are no longer eligible to participate in the Capital Accumulation Plan, or, in in the Capital Accumulation Plan due to a certain circumstances, you may defer transfer to another BP company, you will no receipt of your account balance. longer be eligible to contribute to the Capital Accumulation Plan. * “Who Is Eligible,” page 4 Automatic Distribution If you are currently a participant in the of Benefits Valued at or Capital Accumulation Plan and become Below $5,000 eligible for a different BP savings plan administered by BP Retirement Services If your vested account balance is valued at at Fidelity, you will need to make new $5,000 or less at any time after you leave (as contribution percentage, investment and determined during a quarterly review of your beneficiary elections. account value), you will receive an automatic lump-sum distribution or rollover of your Your current account balance will remain in vested Capital Accumulation Plan account as the Capital Accumulation Plan, unless you described in this section. This could happen choose to transfer it to your new plan. If even if your account had been previously you wish, you may arrange to have your valued at greater than $5,000 and you had Capital Accumulation Plan account balance chosen to defer your distribution. transferred to your new plan by contacting BP Retirement Services. This one-time payment is eligible for a direct rollover into an Individual Retirement * “Accessing Additional Resources,” page 37 Account (IRA) or another tax-qualified If you elect a transfer, you may transfer retirement arrangement of an eligible your account to the same investment options employer plan. and contribution sources in your new plan, if available. If your investment elections If you have received a minimum required cannot be transferred to your new plan, your distribution or have begun receiving new employee contributions will be invested installment payments, you should not in the Target Date Fund nearest to your automatically receive a lump-sum distribution expected retirement date (assumed to be and should notify BP Retirement Services age 65) in your new plan, until you make immediately. subsequent investment elections. If you do not initiate a rollover or distribution, your lump sum benefit will be paid out as follows:

BP Capital Accumulation Plan 19 Benefits Valued Between Benefits Valued at $1,000 or Less $1,000 and $5,000 If the present value of your benefit is $1,000 If the present value of your benefit is $5,000 or less and you do not initiate a rollover to or less, but greater than $1,000, the Internal an IRA or another qualified plan, a check for Revenue Code requires that your lump sum the entire amount of the lump sum will be payment be rolled over into a qualified IRA, automatically sent to you with the required which will defer taxation, unless you choose 20% federal income tax withheld. Additional to withdraw your distribution. state taxes will also be withheld, if applicable. No further benefits will be Unless you direct otherwise, your lump payable from the Capital Accumulation Plan. sum will be automatically rolled over into a Fidelity Rollover IRA in your name. Your rollover will be invested in funds intended to Requesting a Distribution preserve your rollover amount and provide After your employment with BP ends, you with a reasonable rate of return and you will receive a Capital Accumulation liquidity. Plan distribution kit. You will need to decide how your distribution will be made Distributions which are automatically rolled and when distribution will begin. The over to a Fidelity IRA will be invested in distribution options you have will depend the Fidelity Cash Reserves Fund (FDRXX), a on the amount of your vested benefit: money market vehicle designed to preserve principal and provide a reasonable rate of z If your vested benefit is $5,000 or less, your return and liquidity. The Cash Reserves distribution will be made as described in “Automatic Distribution of Benefits Valued Fund investment management fees will be At or Below $5,000” on page 19. charged to your IRA and will not be paid If you want to take advantage of another option, by BP or the Capital Accumulation Plan. such as a direct rollover of your vested benefit — without taxes being withheld — into another The expenses and fees of the Fidelity IRA tax-qualified retirement arrangement or IRA that will not be any higher than the expenses accepts rollovers, you will need to complete and return the appropriate paperwork included and fees charged by Fidelity for other in your distribution kit. similar Fidelity IRAs. If one of these IRAs is established for you, Fidelity will provide You may also request an in-kind distribution of all or a portion of your account invested in the you information about your account. No BP Stock Fund by contacting a BP Retirement further benefits will be payable from the Services Participant Services Representative. Capital Accumulation Plan.

To learn more about this IRA, call BP Retirement Services at Fidelity at 1-877-272-3334 on any business day (except New York Stock Exchange holidays) between 7:30 a.m. and 11 p.m. Central time.

20 BP Capital Accumulation Plan z If your vested benefit is over $5,000, you have Lump-Sum Distributions several options for your account: — deferring your distribution (however, the If your Capital Accumulation Plan vested law requires that you begin receiving account balance is $5,000 or less and you distributions by a certain date); do not initiate a full distribution or rollover — an immediate lump-sum distribution; within 90 days of your separation date, — installment payments; or your account balance will be automatically — a partial withdrawal. distributed to you in a lump sum (amounts * “Lump-Sum Distributions,” at right; “Rollover below $1,000) or rolled over to an IRA as Distributions,” at right; “Installment Payments,” previously described (amounts between page 22; “Deferring Your Distribution,” page 24; $1,000 and $5,000). If your vested account “Partial Withdrawals,” page 24; “Accessing balance is over $5,000, you may also request Additional Resources,” page 37 a lump-sum distribution at any time.

A lump-sum distribution will be made in Minimum Required Distributions cash, unless you elect to have some or all By law, after you leave BP you must start of your BP Stock Fund account paid in-kind receiving your vested Capital Accumulation as BP ADSs, as permitted by the plan rules. Plan account no later than April 1 of the year following the calendar year in which Your lump-sum benefit will be paid to you 1 you reach age 70 /2. Additional required as soon as administrative procedures allow. distributions must be made by December 31 of each year thereafter. Rollover Distributions

Your minimum required distribution amount Distributions from the Capital Accumulation for each year is generally calculated by Plan are eligible for rollover into another tax- dividing your account balance (as of qualified retirement arrangement or IRA that December 31 of the preceding calendar accepts rollovers. You may roll over your: year) by your life expectancy or the joint life z before-tax contribution source; expectancies of you and your beneficiary. z rollover contribution sources; (If you do not specify that this calculation be based on the joint life expectancy, your z vested company match contribution source; and calculation will be based on your life z after-tax contribution source. expectancy only.) When you roll over all or part of a distribution, you postpone income taxes on the amounts rolled over until you subsequently withdraw them. * “Tax Considerations,” page 24

c A Special Tax Notice Regarding Plan Payments that contains more information on rollovers from the Capital Accumulation Plan is available from BP Retirement Services.

BP Capital Accumulation Plan 21 There are two ways to roll over your Capital Installment Payments Accumulation Plan distribution to another tax-qualified retirement arrangement or IRA: When your employment with BP ends, you may receive your Capital Accumulation Plan z With a direct rollover, you instruct the plan administrator to pay all or part of your vested benefit as installment payments — eligible distribution directly to the trustee or a series of payments made over time — administrator of the other plan. No taxes are but only if your vested benefit is more than withheld from a direct rollover. Any non- $5,000. Installments may be paid monthly, taxable distributions (after-tax sources) you want to roll over must be made via a direct quarterly or annually. You may change the rollover. frequency of these payments — for example,

z With an indirect rollover, you receive a check from monthly to annual, or vice versa — for the distribution — payable to you — and one time per year after you have made you choose to roll part or all of the eligible your initial election. distribution into another plan or IRA within 60 days of the date of receipt. Mandatory federal (and, in some cases, state) tax Each installment must be at least $50, and withholding applies to all indirect rollovers. payments will be made only in cash. If you Because taxes have been withheld, you may want to receive a portion of your distribution want to replace the amount withheld with in-kind from the BP Stock Fund in BP ADSs, money from another source, so you will not incur income taxes on the amount withheld. you will need to request a lump-sum You are responsible for following all the distribution. guidelines and deadlines that apply to the rollover in order to ensure that your You may also request partial withdrawals distribution is not ultimately taxable. while your installments continue. “Partial Withdrawals,” page 24 You may not make an indirect rollover of * non-taxable distributions (after-tax sources). If you choose this payment option, contact The distribution kit you will receive when a BP Retirement Services Participant Services you leave the company has instructions for Representative. requesting a rollover distribution. * “Accessing Additional Resources,” page 37

How Installment Payments Are Calculated If you elect to receive your Capital Accumulation Plan vested benefit as installment payments, payments may be paid on a monthly, quarterly or annual basis. You may request any amount or percentage. However, if your intent is to avoid the 10% penalty for early withdrawal, your payments must be completed over a period not to exceed the combined life expectancies of you and your designated beneficiary.

22 BP Capital Accumulation Plan You may choose from three different Changing the Distribution of installment payment approaches: Installment Payments z payments over a fixed period of time (for If you elect to receive your Capital example, annual payments over 10 years) — Accumulation Plan vested benefit as with this approach, the dollar amount of the payment will change based on the then- installment payments, you may choose to: remaining balance in your account and the z accelerate payments, so they are paid over a remaining number of payments; shorter time frame or in larger amounts; z equal payments over your life expectancy or z have the remaining portion of your distribution over the combined life expectancies of you paid as a single lump sum; or and your designated beneficiary — with this approach, you can have the amount of your z make a withdrawal. payment recalculated once per year; or z equal payments in a fixed amount (subject to You may not stop an installment distribution adjustment once per calendar year) until your once it has started, although you may change account is completely paid out. the frequency of payments or make other changes as listed above. If you want to How Installment Payments Are change the form of distribution, contact BP Withdrawn From Your Account Retirement Services. * “Accessing Additional Resources,” page 37 If you elect to receive your Capital Accumulation Plan vested benefit as installment payments, payments will be If You Die While Receiving made by withdrawing money from your Installment Payments Capital Accumulation Plan contribution If you elect to receive your Capital sources in the following order, until all Accumulation Plan vested benefit as payments are made: installment payments, and you die after z after-tax; payments have started but before the z after-tax rollover; vested portion of your Capital Accumulation Plan account has been totally distributed to z before-tax rollover; you, the remainder of your account will be z company match (to the extent vested); and paid as a lump-sum distribution to your z before-tax. designated beneficiary. * “What Happens If You Die,” page 18 Your plan loans (if any) will not be used to fund installment payments. Your beneficiary should contact BP Retirement Services for assistance with a Within each contribution source above, survivor claim. your payments will be withdrawn from your investment options in direct proportion to their market value in your account at the time the withdrawal is made, unless you specify the investment options from which your withdrawals are to be taken. * “Accessing Additional Resources,” page 37

BP Capital Accumulation Plan 23 Deferring Your Distribution Partial Withdrawals

When you leave BP, you may choose At any time after you leave BP, you may to keep your account in the Capital elect to receive a partial withdrawal of your Accumulation Plan and receive a distribution account if your account value is greater than at a later date, but only while your account $5,000. If your account value falls below value is greater than $5,000. You do not $5,000, it will be automatically distributed need to make a special election; by default, (amounts below $1,000) or rolled over to if you do not elect a distribution and your an IRA as previously described (amounts account value is greater than $5,000, your between $1,000 and $5,000). account will remain in the plan. * “Requesting a Distribution,” page 20

While your account remains in the plan, it will continue to be subject to investment Tax Considerations gains and losses, and you will be able to Federal income tax laws are complicated make exchanges among your investment and subject to change. Because the options. company cannot give you tax advice, you * “Exchanging Investment Options,” page 12 should discuss your situation with a financial consultant or tax advisor before you receive In addition, you will continue to have a withdrawal or distribution of your Capital access to your quarterly statements via Accumulation Plan account. However, here online or hardcopy. However, you will not is some general information. be able to make additional contributions or take a loan.

In any event, by law, you must begin c For important information on the receiving minimum required distributions by federal income tax implications of your distribution options, you should review no later than April 1 of the year following the Special Tax Notice Regarding Plan the calendar year in which you reach 1 Payments, available from BP Retirement age 70 /2 or terminate employment, if later. Services. This notice contains pertinent “Minimum Required Distributions,” page 21 * tax disclosures specifically prescribed by the Internal Revenue Service in connection with any distribution from a savings plan.

Any tax considerations mentioned in this summary should be regarded only as highlights and not as comprehensive discussions of the tax rules involved. The application of income tax laws may be subject to individual circumstances and other conditions or restrictions. Income tax laws are also subject to change from time to time.

24 BP Capital Accumulation Plan When your Capital Accumulation Plan z installment payments made at least once each account is paid to you, generally you will year over your single life expectancy or the joint life expectancy of you and your spouse or other be responsible for regular income tax on beneficiary; the value of your before-tax, company z match and taxable portion of your rollover distributions made entirely in-kind in BP ADSs; or contribution sources. This includes any z minimum required distributions made after you investment gains or losses that have been 1 reach age 70 /2. credited to these sources. You may also be responsible for income tax on any * “Minimum Required Distributions,” page 21, investment income earned on your “Rollover Distributions,” page 21; “Installment after-tax contribution source. Payments,” page 22

Depending on applicable law and your However, in some instances, it may be personal circumstances, you may be necessary for you to complete and submit responsible for additional state and the appropriate IRS withholding certificate local taxes. if you choose not to have federal income tax withheld from the taxable portion of a As of the date of this summary, BP distribution that is not eligible for rollover. Corporation North America Inc. — or other U.S. subsidiaries of BP p.l.c. that employ Postponing Taxes and plan participants — is entitled to deduct the Tax Withholding company match contributions and before-tax contributions made on behalf of participants. If you roll over the taxable portion of a distribution — either through a direct rollover or otherwise — to another tax- Required Tax Withholding qualified retirement arrangement or IRA, Federal income tax withholding at 20% is any taxes on the rollover amount will be required on most taxable lump-sum cash postponed. distributions and other distributions over $200 that are eligible for rollover to an Mandatory tax withholding can be avoided IRA or another tax-qualified retirement if you make a direct rollover. arrangement. State and/or local income tax withholding may also be required. Note that rolling over the taxable portion * “Lump-Sum Distributions,” page 21 of your distribution into a tax-qualified retirement arrangement or IRA simply Withholding does not change your tax defers or postpones the taxes due — it liability — it just means you are paying does not eliminate the taxes. You will still estimated taxes at the time the distribution owe income and/or other taxes at some time is made. in the future when the rollover is actually distributed to you. Withholding is not required on the following distributions: z hardship withdrawal; z direct rollover distributions; z installment payments made at least once each year for 10 years or more;

BP Capital Accumulation Plan 25 Additional Taxes You will need to report dividends on BP ADSs as income on your U.S. federal Federal income tax rules discourage (and state, if applicable) income tax return. withdrawing money from the Capital Dividends paid on BP ADSs will generally Accumulation Plan before you reach age 1 constitute so-called “qualified dividend 59 /2. As a result, the tax consequences of income” that is subject to a maximum federal taking an early distribution and not rolling income tax rate of 15%, provided that you it over may be significant. have a holding period in the ADSs of more than 60 days during the 121-day period If you receive a taxable payment before you 1 beginning 60 days before the ex-dividend reach age 59 /2 and you do not roll it over, date and meet other holding period in addition to income taxes, you may have to requirements. pay an extra tax equal to 10% of the taxable portion of the payment. You should be aware that taxes are not withheld from complete in-kind distributions The additional 10% tax does not apply to of BP ADSs. You may be required to file your payment if it is: estimated taxes as a result of your in-kind z paid to you because you leave the company distribution. If you plan to take an in-kind during or after the year you reach age 55; distribution of BP ADSs, you should consult z paid to you after you are permanently and your tax advisor about the tax impact. totally disabled;

z paid to you as equal (or almost equal) payments over your life or life expectancy Reduction for Overpayment (or your and your beneficiary’s lives or life If the Plan Administrator determines you expectancies); have received more than you are entitled z used to pay certain medical expenses; or to under the terms of the plan, the Plan z a qualified reservist distribution. Administrator has the authority to collect such overpayment, including off-setting any further amounts you may be entitled Taxes on BP ADSs to under the plan. If you receive BP ADSs as part of your Capital Accumulation Plan distribution, you may be able to elect to defer taxes on any What Happens If increase in value of that portion of your account invested in the BP Stock Fund over Benefits Are Denied the trustee’s cost basis until you dispose of You have certain rights if your BP Capital the ADSs. Additionally, you may qualify for Accumulation Plan benefits are denied. capital gains treatment on any increase in * “What Your Rights Are Under ERISA,” page 31 the value over the trustee’s cost when you sell your ADSs. This special tax treatment is only available if, among other requirements, the ADSs are:

z part of a distribution of your entire plan account 1 within a year and either after you reach age 59 /2 or on account of your separation from BP; or

z attributable to your after-tax contributions.

26 BP Capital Accumulation Plan When the Plan Plan Trustee Changes or Ends The plan assets are held in a trust. State Street Bank and Trust Company is the plan BP expects and intends to continue the trustee. As trustee, State Street Bank and Capital Accumulation Plan indefinitely, but Trust Company is responsible for duties reserves the right to amend or terminate it specifically assigned to it by the trust at any time and without prior notice. If any agreement, including: material changes are made, the company z having custody of the trust assets; will notify you. No plan amendment or termination will adversely affect any benefits z making all purchases, sales and redemptions of securities held by it (at the direction of the you may have accrued under the plan appropriate investment manager); and immediately before its amendment or z termination. voting stock held by the plan (at the direction of the appropriate investment manager). * “The Future of the Plan,” page 30 However, the BP ADSs associated with your investment in the BP Stock Fund are voted If the plan is terminated, you will be fully according to the instructions you provide (if vested in all plan contribution sources, to these instructions are provided according to the guidelines established by the plan and ERISA). the extent you were not previously vested. * “What Your Rights Are Under ERISA,” page 31

Administrative The Appointing Officer, as defined in the plan document, designates the “named Information fiduciaries” (defined under ERISA) for the Because the Capital Accumulation Plan is plan and trust. The trustee is selected by subject to many laws governing its operation, a named fiduciary. Under the terms of it is important for you to know about certain the trust agreement, the named fiduciary aspects of the plan, including: may remove the trustee at any time with appropriate notice. The named fiduciary z information about the plan trustee; may also appoint successor or additional z information about the plan sponsor and trustees. administrator; and z information about the plan recordkeeper. The plan is not insured by the Pension Benefit Guaranty Corporation.

Plan Sponsor and Identification Number BP Corporation North America Inc. Director of Retirement Plans MC 1.212 WL1 501 Westlake Park Blvd. Houston, TX 77079

Employer ID#: 36-1812780

BP Capital Accumulation Plan 27 Plan Administrator Plan Recordkeeper The plan administrator for the BP Capital The plan administrator has contracted with Accumulation Plan is the Vice President Fidelity Investments Institutional Operations Total Reward, Western Hemisphere. The Company (FIIOC, also known as BP plan administrator has the authority to Retirement Services) to be responsible control and manage the operation and for duties specifically assigned to it in administration of the plan. In this capacity, the Recordkeeping Services Agreement, the plan administrator (or his authorized including:

delegates) generally has several rights, z maintaining plan records and participant powers and duties, including: accounts;

z selecting and contracting with a claims z producing participant statements and administrator and other service providers; confirmations;

z determining expenses that can be paid from z processing plan withdrawals and distributions plan assets; according to plan rules; and

z determining, in his/her discretion, whether an z providing telephone and online services for individual is eligible for or entitled to benefits; the plan. z interpreting plan provisions; and The plan recordkeeper is selected by the z establishing rules and procedures for plan administration. plan administrator. Under the terms of the Recordkeeping Services Agreement, the The plan administrator has designated plan administrator may remove FIIOC with a claims administrator to manage the advance notice. The plan administrator day-to-day operations of the plan, including may also appoint successor or additional processing and paying all claims for benefits. recordkeepers.

The plan administrator’s address is: The plan recordkeeper’s address is: Vice President Total Reward, Fidelity Investment Institutional Western Hemisphere Operations Company BP Corporation North America Inc. P.O. Box 770003 MC 1.216 WL1 Cincinnati, OH 45277 501 Westlake Park Blvd. 1-877-272-3334 Houston, TX 77079 1-877-272-3334

28 BP Capital Accumulation Plan Agent for Service of Legal Process No Right to Employment

For disputes arising from the plans, legal Your eligibility for or your right to benefits process may be served on: under BP’s benefit plans is not a guarantee BP Legal of continued employment. BP’s employment BP Corporation North America Inc. practices are determined without regard to MC 16.160 WL1 the benefits offered as part of your total 501 Westlake Park Blvd. compensation package. In addition, Houston, TX 77079 and subject to legal and contractual considerations, BP reserves the right to Legal process may also be made upon a terminate your employment at any time plan trustee or the plan administrator. or for any reason.

Governing Plan Documents Assignment of Interest/ Liens on Funds or Property In the preparation of this plan summary, much effort was made to provide a clear, Your rights to your plan account cannot be concise description of your benefits and transferred or assigned to anyone else, nor to avoid contract and legal terms wherever can you use your account as security or possible. The aim has been to present a collateral for a loan, except for a loan taken simplified overview of essential information from the plan. In addition, no charges or about your benefits in words that are not deductions are made upon the withdrawal obscure or likely to be misunderstood. or termination of your account, except for:

However, the formal terms of the plan are z expenses in connection with the sales of set forth in legal plan documents. This securities or taxes, if any; means that should any questions arise about z the processing of loans; and the nature and extent of your benefits, the formal language of the plan documents z certain trust and administration fees upon termination of the plan. (and not the informal wording of this plan summary) will govern. However, the Capital Accumulation Plan is required to comply with a judgment, decree Employees covered by collective bargaining or order issued that constitutes a qualified agreements will be subject to these benefit domestic relations order (QDRO) under a plan descriptions to the extent consistent state’s domestic relations law, or a federal with the terms of BP’s policy and benefit personal income tax lien. programs, the applicable collective “Qualified Domestic Relations Orders bargaining agreement and any applicable * (QDROs),” page 30 legal guidelines. If the plan receives a QDRO relating to marital property rights, alimony payment or child support, all or a portion of your plan account may be paid to someone else.

BP Capital Accumulation Plan 29 Your retirement benefits may also be offset If you have questions concerning a QDRO as provided by a judicial order if you commit or if you would like a copy of the applicable a crime involving the plan or breach certain plan QDRO procedures free of charge, fiduciary duties that you have with respect contact: to the plan. By regular mail BP Retirement Services at Fidelity Qualified Domestic Attention: QDRO Administration P.O. Box 770003 Relations Orders (QDROs) Cincinnati, OH 45277 A domestic relations order (DRO) is an order By overnight express or judgment issued by a state court directing Fidelity Employer Services Company LLC the plan administrator to pay all or a portion QDRO Administration Group of your benefit under a qualified benefit Attn: BP Corporation North America Inc. plan, such as the BP Capital Accumulation 100 Crosby Parkway Plan, to your spouse, former spouse or Covington, KY 41015 other eligible dependent. By phone If a DRO has been issued relating to your 1-877-272-3334 benefits, you must forward all relevant documentation to QDRO Administration Services at BP Retirement Services at Fidelity. The Future of the Plan Based on the applicable qualified domestic BP expects to continue the Capital relation order (QDRO) guidelines, QDRO Accumulation Plan indefinitely; nonetheless, Administration Services will oversee the the company reserves the right to change or process that determines whether the DRO end the plan at any time without advance is a QDRO. If the DRO is determined to notice. The decision to do so may be the be qualified, all or a portion of your plan result of changes in federal or state laws benefits will be subject to the terms of governing benefits, or any other factor. the QDRO.

You can find more information about QDROs at https://qdro.fidelity.com.

30 BP Capital Accumulation Plan What Your Rights If your claim for a benefit is denied or ignored, in whole or in part, you have a right Are Under ERISA to know why this was done, to obtain copies As a participant in the BP Capital of documents relating to the decision without Accumulation Plan, you are entitled to certain charge, and to appeal any denial, all within rights and protections under the Employee certain time limits. Retirement Income Security Act of 1974 (ERISA). ERISA provides that all plan Under ERISA, there are steps you can take participants have the right to: to enforce these rights. For instance, if you request materials from the plan and do not z examine, without charge, at the plan receive them within 30 days, you may file administrator’s office, all documents governing the plan, including insurance contracts and suit in a federal court. In such a case, the collective bargaining agreements, and a copy of court may require the plan administrator to the latest annual report (Form 5500 Series) filed provide the materials and pay you up to by the plan with the U.S. Department of Labor; $110 a day until you receive the materials, z obtain, upon written request to BP Legal, copies unless they were not sent because of reasons of governing plan documents (a reasonable fee beyond the plan administrator’s control. for copying may be assessed); and z receive a summary of the plan’s annual If you have a claim for benefits which is financial report at no charge. Each participant is automatically provided with a copy of this denied or ignored, in whole or in part, or if summary annual report. you disagree with the plan’s decision or lack thereof concerning the qualified status of a * “Accessing Additional Resources,” page 37 DRO, you may file suit in a state or federal court. (You can file suit only after you have In addition to creating rights for plan exhausted the plan’s claims and appeals participants, ERISA imposes duties upon the procedures.) If the plan fiduciaries misuse people who are responsible for the operation the plan’s money, or if you are discriminated of the plan. The people who operate your against for asserting your rights, you may plan are called “fiduciaries” and have a duty seek assistance from the U.S. Department of to operate the plan prudently and in the Labor, or you may file suit in a federal court. interest of you and other plan participants and beneficiaries. The court will decide who should pay court costs and legal fees. If you are successful, No one, including your employer or any the court may order the person you have other person, may fire you or discriminate sued to pay these costs and fees. If you lose against you in any way to prevent you — for example, if the court finds your claim from obtaining benefits under the plan is frivolous — the court may order you to or exercising your rights under ERISA. pay these costs and fees.

If you have any questions about your savings and retirement plans, contact BP Retirement Services. * “Accessing Additional Resources,” page 37

BP Capital Accumulation Plan 31 If you have any questions about this Please include with your request a copy of statement or about your rights under ERISA, any initial written response you received, you should contact the nearest office of the along with any documentation or other Employee Benefits Security Administration, information that supports your inquiry. U.S. Department of Labor, listed in your You will receive a written response to telephone directory, or contact: your inquiry. Division of Technical Assistance and Inquiries Employee Benefits Security How to File a Formal Administration Claim Under ERISA U.S. Department of Labor 200 Constitution Avenue N.W. Washington, DC 20210 Formal Claims and Appeals Process

If you are not satisfied with the results of If You Have Questions your inquiry to BP Retirement Services at About Your Benefits Fidelity, you may file a formal claim. If you are still not satisfied with this decision If you have questions about your benefits regarding your formal claim, you may then from the plan, you should contact BP file a formal appeal of this decision. Your Retirement Services at Fidelity. You formal claim for benefits is reviewed by the can contact them either by telephone Claims Administrator — and if you file an at 1-877-272-3334, or in writing at: appeal of that decision it is reviewed by BP Retirement Services at Fidelity the Appeals Administrator. The BP ERISA P.O. Box 770003 Claims and Appeals Analyst is an individual Cincinnati, OH 45277 who assists the Claims Administrator and the Appeals Administrator in processing In many cases, the inquiry will resolve your claim and appeal. A more detailed your issue. description of this claims and appeals process is provided below. If you believe that the response to your inquiry was based on inaccurate information or that additional information may clarify the issue, you may submit a written request for further research. Please mail such a request to: BP Retirement Services at Fidelity P.O. Box 770003 Cincinnati, OH 45277

32 BP Capital Accumulation Plan Claims Process The Claims Administrator may require you or the Company to submit, within 30 days of You have the right to file a formal claim for written notice, additional facts, documents or benefits if you disagree with the response other evidence as the Claims Administrator, you received on your benefits inquiry from in his sole discretion, deems necessary or BP Retirement Services at Fidelity. This advisable in making such a review. The would include decisions you disagree with timeframe to make a determination will be regarding your eligibility for benefits, the tolled (suspended) during this period. If amount of your benefits, or other issues you do not respond, a decision will be made impacting your benefits. based on the information on file. On the basis of the review, the Claims Administrator Your formal claim must be submitted in will make an independent determination of writing and must be filed with the plan’s your claim. Claims Administrator, care of the BP ERISA Claims and Appeals Analyst, at the following If your formal claim for benefits is denied, address: you will be provided with a notice of denial BP ERISA Claims and Appeals Analyst that contains: BP America Inc. z The specific reason(s) for the denial.

P.O. Box 941644 z A specific reference to the plan provision(s) Houston, TX 77094-8644 on which the denial is based.

z Descriptions of any additional information Please include a copy of any written that is necessary to perfect your claim and response you received from Fidelity and an explanation of why this information is the information you submitted in support necessary. of your inquiry. To expedite receipt z An explanation of the plan’s appeal review of your claim, please do not send your procedure. claim by certified mail. Receipt of your claim will be acknowledged as soon as If your claim is denied in whole or in administratively feasible, typically within part, you will receive an adverse benefit 5 – 10 business days. determination within 90 days of the date your formal claim is received by the plan, The Claims Administrator will consider the unless special circumstances require an applicable benefit plan provisions, all of the additional 90 days to process your claim. If information and evidence you present, and an extension of time is required, you will be any other relevant information, including given written notice prior to the beginning any information that the Claims Administrator of the extension period. The notice will may request from you to perfect your claim indicate the special circumstances that (i.e., establish your right to the benefit) and require an extension of time and the date complete the review. by which the plan expects the final decision to be rendered.

BP Capital Accumulation Plan 33 Appeals Process The Appeals Administrator may require you or the Company to submit, within 30 days of If your claim is denied in whole or in written notice, additional facts, documents or part, you may appeal this adverse benefit other evidence as the Appeals Administrator, determination by submitting an appeal to the in his sole discretion, deems necessary or Appeals Administrator, care of the BP ERISA advisable in making such a review. The Claims and Appeals Analyst, at the following timeframe to make a determination will be address: tolled (suspended) during this period. If you BP ERISA Claims and Appeals Analyst don’t respond, a decision will be made based BP America Inc. on the information on file. On the basis of P.O. Box 941644 the review, the Appeals Administrator will Houston, TX 77094-8644 make an independent determination of your appeal. To expedite receipt of your appeal, please do not send it via certified mail. Receipt of You will receive a written decision on your your appeal will be acknowledged as soon appeal within 60 days of the plan’s receipt as administratively feasible, typically within of your appeal, unless special circumstances 5 – 10 business days. require an extension of time for processing. In that event, a decision will be rendered as Your appeal must be submitted within soon as possible, but not later than 120 days 60 days of your receipt of the claim denial after receipt of your appeal. and should include a written statement: The decision on your appeal will be z Requesting a review of the Claims provided to you in writing. It will include Administrator’s decision; the reasons for the decision, a reference to z Setting forth any new or different information the specific plan provision(s), as applicable, upon which the appeal of the denial is based, and all facts in support thereof; and and other relevant information related to the decision. Generally, if you do not receive z Including all issues or comments which you notice of the appeal decision within 120 days feel are relevant to the appeal. after receipt of your appeal, your appeal is If you do not submit a written letter deemed denied. appealing the claim denial within 60 days, you will be unable to file an appeal thereafter.

You may review pertinent documents to prepare your appeal at no charge to you. Upon your request, you may receive, free of charge, reasonable access to and copies of all documents, records, and other information relevant to the decision on your claim. In addition, the Appeals Administrator may request additional information from you to perfect your appeal and complete the review.

34 BP Capital Accumulation Plan Effect of the Appeals Time Limits and Venue for Administrator’s Decision Bringing Suit

The decision of the Appeals Administrator However, any civil action for benefits must on your appeal is final, conclusive, and be brought no later than two years following: not subject to further review. The Appeals (i) in the case of any lump-sum payment, the Administrator (who is also the Plan date on which the payment was made, (ii) in Administrator) has complete discretionary the case of a periodic payment, the date of authority to interpret and administer the the first in the series of payments, or (iii) for plan and make factual decisions regarding all other claims, the date on which the action eligibility, payment of benefits, and other complained of occurred. plan-related issues. Any civil action for benefits under the plan must be brought in the United States District After the Claims and Appeals Court for the Southern District of Texas, Process Has Concluded Houston Division.

If following exhaustion of the plan’s claims and appeals procedures you still believe that Importance of Exhausting you are entitled to a benefit under the plan, the Administrative Review you may file a civil action under Section 502(a) of the Employee Retirement Income Process Security Act of 1974, as amended (“ERISA”). If you do not file a claim, follow the claims process, or appeal on time, you will give up legal rights, including the right to file a civil action in federal court because you will not have exhausted your internal administrative appeal rights. Generally, you must exhaust your internal administrative appeal rights before you can bring a civil action in federal court.

BP Capital Accumulation Plan 35 BP Benefit Plans — ERISA Plan Information

BP Capital Accumulation Plan Type of Plan Defined contribution plan that is intended to be qualified under Internal Revenue Code Section 401(a) Plan Number 059 Plan Year January 1 – December 31 Plan Sponsor and Identification Director of Retirement Plans Number BP Corporation North America Inc. MC 1.212 WL1 501 Westlake Park Boulevard Houston, TX 77079 Employer ID#: 36-1812780 Plan Administrator Vice President, Total Reward, Western Hemisphere BP Corporation North American Inc. MC 1.216 WL1 501 Westlake Park Boulevard Houston, TX 77079 1-877-272-3334 Sources of Contributions Employees make contributions to the plan pursuant to IRC Section 401(k). BP provides additional contributions through company match contributions. Contributions are held in the plan’s trust. Plan Trustee State Street Bank and Trust Company One International Place 25th Floor Boston, MA 02110 Recordkeeper Fidelity Investment Institutional Operations Company P.O. Box 770003 Cincinnati, OH 45277 Agent for Service of Legal Process For disputes arising from the plans, legal process may be served on: BP Legal BP Corporation North America Inc. MC 16.160 WL1 501 Westlake Park Boulevard Houston, TX 77079 Legal process may also be made upon a plan trustee or the plan administrator.

36 BP Capital Accumulation Plan Accessing Additional Resources Here you can find out where to go to get answers to any benefit questions you may have. You will find online addresses and phone numbers for BP Retirement Services at Fidelity and highlights of what you can do when you contact them.

BP Retirement Services at Fidelity

Online By Phone NetBenefits® Through the LifeBenefits Network (voice-activated): through the LifeBenefits Network at z within the U.S., 1-800-890-4100. Say “Savings and http://www.bp.com/lifebenefits; or Retirement.” http://netbenefits.fidelity.com z outside the U.S., (847) 883-0469. You can: Call BP Retirement Services at Fidelity directly: z create or change your personal identification number (PIN); z within the U.S., 1-877-272-3334. z access savings plan information, including: z outside the U.S., dial the AT&T access number — online statements; of the country you are in. When prompted, dial — details about your account — balance, 1-877-272-3334. Or, call collect at (508) 787-9902. exchanges, contributions, loans and withdrawals; z hearing or speech impaired, 1-888-343-0860. — investment information, such as quotes, fund performance and market indices; You can choose: — tools for asset allocation; and z interactive voice response (IVR) system (available — literature about the BP Capital Accumulation virtually 24 hours a day, 7 days a week); or Plan; and z Participant Services Representatives (available z designate your beneficiary. Monday – Friday, 7:30 a.m. – 11:00 p.m., Central time), excluding New York Stock Exchange holidays. For information about Qualified Domestic Relations Orders (QDROs), go to https://qdro.fidelity.com.

BP Capital Accumulation Plan 37 Glossary Before-tax contributions — Your BP Capital Accumulation Plan contributions that are not included in your W-2 income. Adverse benefit determination — A denial, reduction or termination of, or a failure to Beneficiary — A person or persons, or provide or make payment (in whole or in part) entity, named to receive a benefit in the event of, a benefit. of your death. You can designate both primary beneficiaries and contingent beneficiaries by After-Tax basis — Included in your W-2 following the appropriate procedures. income. BP American Depositary Shares (ADSs) — After-tax contribution source — The portion Securities that hold ordinary shares of BP p.l.c. of your BP Capital Accumulation Plan account and are issued by the depository, JPMorgan that consists of your after-tax contributions and Chase Bank. ADSs are used to facilitate reflects any investment gains and/or losses on holding and trading foreign securities in those contributions. the United States.

After-tax contributions — Your BP Capital ERISA claims and appeals analyst — The Accumulation Plan contributions that are individual who receives formal claims and included in your W-2 income. appeals for the plan administrator, coordinates the review process and communicates decisions Alternate payee — A spouse, former spouse about formal claims and appeals. or dependent who is eligible to receive benefits from the BP Capital Accumulation Plan as the Claimant — For purposes of filing claims and result of a qualified domestic relations order appeals regarding a benefits determination or (QDRO). benefits eligibility issue, a claimant may be a BP employee or former employee, a dependent Appeal — A written document you submit to or domestic partner of a BP employee or the appeals administrator (care of the ERISA former employee, a designated beneficiary or a claims and appeals analyst) if you are not default beneficiary of a BP employee or former satisfied with the decision on your formal employee, or an authorized representative of claim. any such individual or entity.

Authorized representative — For purposes Company match contribution source — The of filing a claim, an authorized representative portion of your BP Capital Accumulation Plan is any individual expressly authorized under account that consists of your company match a written consent executed by a claimant to contributions and reflects any investment gains act on the claimant’s behalf, or an individual and/or losses on those contributions. authorized by law to act on the claimant’s behalf. Contingent beneficiary — The person or persons, or entity, named to receive benefits Base pay — Your BP salary or straight-time if no primary beneficiary survives you. pay, not including overtime, bonuses or incentives. Formal claim — A written claim you submit to the ERISA claims and appeals analyst if you Before-tax basis — Not included in your are not satisfied with a benefits determination. W-2 income. Hardship withdrawal — A withdrawal from Before-tax contribution source — The your before-tax contribution source under the portion of your BP Capital Accumulation BP Capital Accumulation Plan to satisfy an Plan account that consists of your before-tax immediate financial need and the taxes owed contributions and reflects any investment on such a withdrawal in accordance with the gains and/or losses on those contributions. plan requirements.

38 BP Capital Accumulation Plan Heritage savings plan — The ARCO Capital Primary beneficiary — The person or Accumulation Plan or a similar savings plan of persons, or entity, named to receive benefits a predecessor employer. in the event of your death.

In-kind distribution — For the BP Capital Qualified retirement plan — See tax-qualified Accumulation Plan, a distribution that is in retirement arrangement. BP ADSs. Rollover contribution source — The Individual Retirement Account (IRA) — A portion of your BP Capital Accumulation Plan tax-advantaged retirement account. account that consists of any amounts you have transferred — or “rolled over” — from another In-service withdrawal — A withdrawal of all qualified retirement plan and that reflects any or part of your after-tax, before-tax, rollover investment gains and/or losses on those and/or company match contribution sources amounts. in accordance with BP Capital Accumulation Plan rules. Service — The total amount of time you have worked for BP, including service with Installment payments — Distributions from predecessor employers such as ARCO. the BP Capital Accumulation Plan in the form of periodic payments in accordance with Single life expectancy — The number of plan rules. years an individual of a given age is expected to continue living, based on statistical averages. Joint life expectancy — The total number of years, based on statistical averages, that Tax-deferred — For the BP Capital two people of specified ages are expected Accumulation Plan, earnings in a tax-deferred to continue living until both have died. account are tax-free as long as they remain in the account. Lump-sum distribution — A distribution of the full value of your plan benefit in a single Tax-qualified retirement arrangement — payment. A retirement plan or other arrangement that meets certain legal requirements in order Non-qualified savings plan — A savings to receive favorable tax treatment such as a plan for which you may be eligible if your qualified pension, retirement or savings plan contributions or benefits are limited by legal or a 403(b) annuity or governmental 457 plan. requirements imposed on the BP Capital Some of these rules limit the amount and types Accumulation Plan. of your compensation that can be considered for retirement plan purposes, and others limit Participating employer — An employer the total amount of benefits that can be paid whose employees are eligible to participate to you or accrued by the plan. in the BP Capital Accumulation Plan. BP Pipelines North America Inc. and BP Vested — A benefit not subject to forfeiture. West Coast Products LLC are the currently participating employers for this plan. Vesting — Under the BP Capital Accumulation Plan, your right to ownership of your plan Personal identification number (PIN) — A benefit. If a portion of your benefit is not number you set up which is used to access vested when you leave BP, you will not receive your personal benefits information. any payments from that portion of the plan.

Plan administrator — The individual who Vesting service — The time you have worked has the overall authority to control and manage for BP or a predecessor company that counts the operations of the benefits plan. toward vesting in a BP retirement or savings program. Plan recordkeeper — Fidelity Investments Institutional Operations Company (FIIOC, also known as BP Retirement Services at Fidelity), which maintains your savings plan accounts.

BP Capital Accumulation Plan 39 Printed with soy inks