Walz Andrew Benjamin 4
4 · CHEVRON CORP · Filed Feb 12, 2026
Research Summary
AI-generated summary of this filing
Chevron (CVX) President Andrew Walz Exercises RSUs, Withholds Shares
What Happened
Andrew Benjamin Walz, President, DM&C of Chevron (CVX), had restricted stock units (RSUs) vest on February 10, 2026. Two award conversions resulted in 2,209 shares issued (896 + 1,313). To satisfy tax withholding, 746 shares were surrendered (204 + 542) at $182.26 per share, producing cash of $37,181 and $98,785, respectively (total $135,966). Net shares delivered to Walz after withholding were 1,463. This was the routine vesting/settlement of RSUs rather than an open-market buy or sell.
Key Details
- Transaction date: February 10, 2026; Form 4 filed February 12, 2026 (filed within the typical two-business-day window).
- Transactions recorded: conversion/exercise of RSU derivatives (code M) for 896 and 1,313 shares; tax withholding via share surrender (code F) of 204 and 542 shares at $182.26 each.
- Cash withheld for taxes: $37,181 and $98,785 (total $135,966).
- Net shares received: 2,209 issued − 746 withheld = 1,463 shares retained by Walz.
- Footnotes: RSUs are economic equivalents of common stock and settle in shares (F1). Vesting from grants made Feb 6, 2024 and Feb 4, 2025 (F3, F5); some units include dividend equivalents (43 shares, F4). Reporting person also acquired 3 shares via the Chevron 401(k) plan between Feb 4–10, 2026 (F2).
- Nature of transaction: award vesting/settlement with share withholding for taxes (routine), not an open-market sale.
Context
This filing reflects routine RSU vesting and standard share withholding to cover tax obligations (a cashless-like settlement). Such transactions are common for executive compensation and do not by themselves indicate a buy or sell signal in the open market.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-02-10+896→ 1,562 total - Tax Payment
Common Stock
2026-02-10$182.26/sh−204$37,181→ 1,358 total - Exercise/Conversion
Common Stock
[F1]2026-02-10+1,313→ 2,671 total - Tax Payment
Common Stock
2026-02-10$182.26/sh−542$98,785→ 2,129 total - Exercise/Conversion
Restricted Stock Units
[F1][F3]2026-02-10−896→ 968 total→ Common Stock (896 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F4][F5]2026-02-10−1,313→ 2,628 total→ Common Stock (1,313 underlying)
- 8,802(indirect: By 401(k))
Common Stock
[F2]
Footnotes (5)
- [F1]Each restricted stock unit is the economic equivalent of one share of Chevron common stock.
- [F2]Between February 4, 2026 and February 10, 2026, the reporting person acquired 3 shares of Chevron common stock under the Chevron Employee Savings Investment Plan, a 401(k) Plan.
- [F3]Restricted stock units granted on February 6, 2024 under the Chevron Corporation 2022 Long-Term Incentive Plan. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units. One-third of the shares subject to the award vested on February 10, 2025 and February 10, 2026, respectively, and one-third of the shares subject to the award will vest on February 10, 2027, and settle in shares of Chevron common stock on the date of vesting.
- [F4]This number includes dividend equivalents (43 shares).
- [F5]Restricted stock units granted on February 4, 2025, under the Chevron Corporation 2022 Long-Term Incentive Plan. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units. One-third of the shares subject to the award vested on February 10, 2026, and one-third of the shares subject to the award will vest on February 10, 2027 and February 10, 2028, respectively, and settle in shares of Chevron common stock on the date of vesting.