CHEVRON CORP|4Feb 12, 5:31 PM ET

BONNER EIMEAR P 4

4 · CHEVRON CORP · Filed Feb 12, 2026

AI-generated summary of this filing

Updated Feb 12, 2026

Chevron (CVX) CFO Eimear Bonner Receives RSUs; Shares Withheld

What Happened

Eimear P. Bonner, Chevron’s Chief Financial Officer, had restricted stock units (RSUs) convert to common shares on Feb 10, 2026. Two vested awards resulted in the acquisition of 2,557 and 2,460 shares (total 5,017 shares) at $0 cost (RSU vesting).
To satisfy tax withholding obligations, 1,007 shares were withheld/disposed at $182.26 each ($183,536) and 969 shares were withheld/disposed at $182.26 each ($176,610), for total withholding proceeds of $360,146. Net shares retained from the vesting = 5,017 − 1,976 = 3,041 shares.
Transaction codes: M = conversion/exercise of derivative (RSU conversion to shares); F = payment of tax liability via share withholding.

Key Details

Transaction date: February 10, 2026; Form 4 filed Feb 12, 2026 (appears timely).
Prices reported: acquired shares shown at $0 (vesting); withheld shares reported at $182.26 each.
Shares owned after transaction: not specified in the provided excerpt of the filing.
Footnotes: Vesting arose from RSU grants under Chevron’s 2022 LTIP (grants dated Feb 6, 2024 and Feb 4, 2025). RSUs accrued dividend equivalents (222 and 321 additional RSUs included) and settle in shares on vesting. Shares issued upon vesting are subject to a two‑year post‑vesting holding period (removed on termination of employment).

Context

This is a routine vesting of compensation awards, not an open‑market buy or judgmental sale. Withholding shares to cover taxes is a common administrative step (a cashless withholding) and is not necessarily a signal about the insider’s view of the stock.
For retail investors: the filing documents a net increase of shares held by the CFO (3,041 shares) after standard tax withholding, reflecting compensation rather than a purchase decision.

Form 4

Period: 2026-02-10

Chief Financial Officer

Transactions

Exercise/Conversion
Common Stock
[F1][F2]
2026-02-10+2,557→ 7,944 total
Tax Payment
Common Stock
2026-02-10$182.26/sh−1,007$183,536→ 6,937 total
Exercise/Conversion
Common Stock
[F1]
2026-02-10+2,460→ 9,397 total
Tax Payment
Common Stock
2026-02-10$182.26/sh−969$176,610→ 8,428 total
Exercise/Conversion
Restricted Stock Units
[F1][F3][F4]
2026-02-10−2,557→ 2,558 total
→ Common Stock (2,557 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F5][F6]
2026-02-10−2,460→ 4,921 total
→ Common Stock (2,460 underlying)

Holdings

Footnotes (6)

[F1]Each restricted stock unit is the economic equivalent of one share of Chevron common stock.
[F2]This number includes rounding of fractional shares.
[F3]This number includes dividend equivalents (222 shares).
[F4]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. Shares issued upon vesting are subject to a two-year post-vesting holding period, which is removed upon termination of employment.
[F5]This number includes dividend equivalents (321 shares).
[F6]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. Shares issued upon vesting are subject to a two-year post-vesting holding period, which is removed upon termination of employment.

Signature

/s/ Christopher A. Butner, Attorney-in-Fact for Eimear P. Bonner|2026-02-12

1 file