Earnings Feed
Start Free
CHEVRON CORP·4

Feb 12, 5:34 PM ET

Pate R. Hewitt 4

4 · CHEVRON CORP · Filed Feb 12, 2026

Research Summary

AI-generated summary of this filing

Updated

Chevron (CVX) Chief Legal Officer Pate Hewitt Exercises RSUs, Sells Shares

What Happened
Pate R. Hewitt, Chief Legal Officer of Chevron Corporation (CVX), had restricted stock units (RSUs) convert into common shares on February 10, 2026. A total of 4,826 RSUs converted to shares (2,366 + 2,460 from separate awards). To cover tax withholding, 1,845 shares (876 + 969) were surrendered/disposed at an effective price of $182.26 per share, generating proceeds (withheld value) of $159,660 and $176,610 respectively, or about $336,270 total. The RSU conversions themselves are recorded as acquisitions at $0 (economic settlement), with the share surrender marked as tax withholding.

Key Details

  • Transaction date: February 10, 2026. Filing date: February 12, 2026 (timely Form 4 filing).
  • Converted/issued shares: 4,826 total (2,366 and 2,460 from two awards).
  • Shares withheld/surrendered for taxes: 1,845 total (876 + 969) at $182.26 each; total withholding value ≈ $336,270.
  • Instruments: Restricted stock units (RSUs) — conversion/exercise reported with code M; withholding reported with code F.
  • Notable footnotes:
    • RSUs are economic equivalents of common shares and accrue dividend equivalents (footnotes F1, F5, F7).
    • Some amounts include dividend-equivalent shares (321 shares noted, F6) and rounding of fractional shares (F2).
    • One award was granted Feb 6, 2024 (vesting schedule 1/3 each year; two-year post-vesting holding period applies) and another granted Feb 4, 2025 (F5, F7).
    • The reporting person also acquired 78 shares via the employee savings plan between Feb 2–10, 2026 (F3).
    • The reporting person disclaims beneficial ownership of shares held by a spouse's trust (F4).
  • Shares owned after transaction: Not specified in the supplied summary of the filing.

Context

  • This was a routine RSU vesting and associated tax-withholding transaction, not an open-market sale. The withheld/surrendered shares were used solely to satisfy tax liabilities (code F), a common practice after vesting.
  • Because shares were surrendered to cover taxes, these disposals do not necessarily indicate a change in insider sentiment about the stock.
  • The RSUs carry a two-year post-vesting holding period (removed on termination of employment), meaning some newly issued shares may still be subject to transfer restrictions.

Insider Transaction Report

Form 4
Period: 2026-02-10
CHEVRON CORPCVX
Pate R. Hewitt
Chief Legal Officer
Transactions
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-02-10+2,366→ 7,943 total
  • Tax Payment

    Common Stock

    2026-02-10$182.26/sh−876$159,660→ 7,067 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-10+2,460→ 9,527 total
  • Tax Payment

    Common Stock

    2026-02-10$182.26/sh−969$176,610→ 8,558 total
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F5][F2]
    2026-02-10−2,366→ 2,558 total
    → Common Stock (2,366 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F6][F7]
    2026-02-10−2,460→ 4,921 total
    → Common Stock (2,460 underlying)
Holdings

  • Common Stock

    [F3]
    (indirect: By 401(k))
    9,367

  • Common Stock

    (indirect: By Trust)
    20

  • Common Stock

    [F4]
    (indirect: By Trust)
    13,264
Footnotes (7)
  • [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 2, 2026 and February 10, 2026, the reporting person acquired 78 shares of Chevron common stock under the Chevron Employee Savings Investment Plan, a 401(k) plan.
  • [F4]The reporting person disclaims beneficial ownership of the shares held by his spouse's trust, and this report should not be deemed an admission that the reporting person is the beneficial owner of the shares held by his spouse's trust for purposes of Section 16 or for any other purpose.
  • [F5]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.
  • [F6]This number includes dividend equivalent (321 shares).
  • [F7]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/ Christine L. Cavallo, Attorney-in-Fact for R. Hewitt Pate|2026-02-12

Documents

1 file
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT