NELSON MARK A 4
4 · CHEVRON CORP · Filed Feb 12, 2026
Research Summary
AI-generated summary of this filing
Chevron (CVX) Vice Chairman Mark Nelson Receives RSUs
What Happened Mark A. Nelson, Vice Chairman of Chevron (CVX), had restricted stock units (RSUs) vest on February 10, 2026. Two vesting conversions totaled 6,995 shares (3,071 and 3,924 shares); the company withheld 2,820 shares to cover tax withholding (1,271 and 1,549 shares) at $182.26 per share, totaling about $513,973. Net new shares delivered to Nelson from these vestings were 4,175. The filing also reports 8 shares acquired via the Chevron 401(k) plan between Feb 3–10, 2026.
Key Details
- Transaction date: February 10, 2026. RSUs converted at $0 (economic grant); withholding executed at $182.26 per share.
- Shares: 3,071 and 3,924 RSUs vested (total 6,995); 1,271 and 1,549 shares withheld for taxes (total 2,820). Net increase = 4,175 shares from vesting; plus 8 shares via 401(k).
- Cash value withheld for taxes: ~$231,652 and ~$282,321 (total ~$513,973).
- Footnotes: RSUs are economic equivalents of common shares (F1); awards were from 2024 and 2025 LTIP grants with standard vesting schedules and dividend-equivalent accruals (includes 513 dividend-equivalent shares, F4–F6). Shares issued on vesting are subject to a two-year post-vesting holding period (removed upon termination).
- Shares owned after the transaction: not disclosed in the provided filing.
- Timeliness: Filed Feb 12, 2026 for Feb 10 transactions — no late-filing flag noted.
Context These transactions reflect routine equity compensation vesting and company tax-withholding (a non-market sale), not an open-market purchase or discretionary sale. For retail investors, vesting of RSUs increases an insider’s ownership but is standard compensation; withheld shares to pay taxes are common and do not necessarily indicate a change in insider sentiment.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1][F2]2026-02-10+3,071→ 10,233 total - Tax Payment
Common Stock
2026-02-10$182.26/sh−1,271$231,652→ 8,962 total - Exercise/Conversion
Common Stock
[F1]2026-02-10+3,924→ 12,886 total - Tax Payment
Common Stock
2026-02-10$182.26/sh−1,549$282,321→ 11,337 total - Exercise/Conversion
Restricted Stock Units
[F1][F4]2026-02-10−3,071→ 3,340 total→ Common Stock (3,071 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F5][F6]2026-02-10−3,924→ 7,849 total→ Common Stock (3,924 underlying)
- 18,898(indirect: By 401(k))
Common Stock
[F3]
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]Between February 3, 2026 and February 10, 2026, the reporting person acquired 8 shares of Chevron common stock under the Chevron Employee Savings Investment Plan, a 401(k) Plan.
- [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 (513 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.