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CHEVRON CORP·4

Feb 12, 5:34 PM ET

Pate R. Hewitt 4

Research Summary

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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.