4//SEC Filing
HESS JOHN B 4
Accession 0000950170-25-096937
CIK 0000004447other
Filed
Jul 17, 8:00 PM ET
Accepted
Jul 18, 4:24 PM ET
Size
49.0 KB
Accession
0000950170-25-096937
Insider Transaction Report
Form 4
HESS CORPHES
HESS JOHN B
DirectorChairman of the Board and CEO10% Owner
Transactions
- Disposition to Issuer
Option to purchase Common Stock
2025-07-18−33,747→ 0 totalExercise: $101.17From: 2024-03-06Exp: 2032-03-06→ Common Stock, $1.00 par value (33,747 underlying) - Disposition to Issuer
Option to purchase Common Stock
2025-07-18−38,211→ 0 totalExercise: $75.04From: 2023-03-06Exp: 2031-03-06→ Common Stock, $1.00 par value (38,211 underlying) - Disposition to Issuer
Option to purchase Common Stock
2025-07-18−55,309→ 0 totalExercise: $56.74From: 2020-03-06Exp: 2029-03-06→ Common Stock, $1.00 par value (55,309 underlying) - Disposition to Issuer
Common Stock, $1.00 par value
2025-07-18−28,753→ 0 total(indirect: See Note) - Disposition to Issuer
Option to purchase Common Stock
2025-07-18−24,166→ 0 totalExercise: $141.55From: 2024-03-06Exp: 2033-03-06→ Common Stock, $1.00 par value (24,166 underlying) - Disposition to Issuer
Option to purchase Common Stock
2025-07-18−24,166→ 0 totalExercise: $141.55From: 2025-03-06Exp: 2033-03-06→ Common Stock, $1.00 par value (24,166 underlying) - Disposition to Issuer
Option to purchase Common Stock
2025-07-18−79,254→ 0 totalExercise: $49.72From: 2021-03-06Exp: 2030-03-06→ Common Stock, $1.00 par value (79,254 underlying) - Disposition to Issuer
Option to purchase Common Stock
2025-07-18−55,310→ 0 totalExercise: $56.74From: 2021-03-06Exp: 2029-03-06→ Common Stock, $1.00 par value (55,310 underlying) - Disposition to Issuer
Common Stock, $1.00 par value
2025-07-18−344,421→ 0 total - Disposition to Issuer
Option to purchase Common Stock
2025-07-18−38,211→ 0 totalExercise: $75.04From: 2024-03-06Exp: 2031-03-06→ Common Stock, $1.00 par value (38,211 underlying) - Disposition to Issuer
Common Stock, $1.00 par value
2025-07-18−7,067,802→ 0 total(indirect: See Note) - Disposition to Issuer
Common Stock, $1.00 par value
2025-07-18−300,000→ 0 total(indirect: See Note) - Disposition to Issuer
Option to purchase Common Stock
2025-07-18−33,746→ 0 totalExercise: $101.17From: 2023-03-06Exp: 2032-03-06→ Common Stock, $1.00 par value (33,746 underlying) - Disposition to Issuer
Option to purchase Common Stock
2025-07-18−79,254→ 0 totalExercise: $49.72From: 2022-03-06Exp: 2030-03-06→ Common Stock, $1.00 par value (79,254 underlying) - Disposition to Issuer
Option to purchase Common Stock
2025-07-18−79,254→ 0 totalExercise: $49.72From: 2023-03-06Exp: 2030-03-06→ Common Stock, $1.00 par value (79,254 underlying) - Disposition to Issuer
Option to purchase Common Stock
2025-07-18−55,310→ 0 totalExercise: $56.74From: 2022-03-06Exp: 2029-03-06→ Common Stock, $1.00 par value (55,310 underlying) - Disposition to Issuer
Common Stock, $1.00 par value
2025-07-18−74,365→ 0 total(indirect: by 401 (k)) - Disposition to Issuer
2023 Performance Share Unit
2025-07-18−38,591→ 0 totalExercise: $0.00→ Common Stock, $1.00 par value (81,041 underlying) - Disposition to Issuer
Option to purchase Common Stock
2025-07-18−33,747→ 0 totalExercise: $101.17From: 2025-03-06Exp: 2032-03-06→ Common Stock, $1.00 par value (33,747 underlying) - Disposition to Issuer
Option to purchase Common Stock
2025-07-18−38,211→ 0 totalExercise: $75.04From: 2022-03-06Exp: 2031-03-06→ Common Stock, $1.00 par value (38,211 underlying) - Disposition to Issuer
Common Stock $1.00 par value
2025-07-18−7,109→ 0 total(indirect: See Note) - Disposition to Issuer
Common Stock $1.00 par value
2025-07-18−1,734,679→ 0 total(indirect: See Note) - Disposition to Issuer
Option to purchase Common Stock
2025-07-18−24,166→ 0 totalExercise: $141.55From: 2026-03-06Exp: 2033-03-06→ Common Stock, $1.00 par value (24,166 underlying)
Footnotes (9)
- [F1]This amount includes 144,747 shares held in escrow pursuant to the Corporation's Long Term Incentive Plans.
- [F2]Pursuant to the Agreement and Plan of Merger, dated October 22, 2023 (as amended, the "merger agreement"), by and among Hess, Yankee Merger Sub Inc. ("Merger Sub") and Chevron Corporation ("Chevron"), at the effective time of the merger of Merger Sub with and into Hess on the closing date (the "Effective Time"), each outstanding share of common stock of Hess (except as otherwise specified in the merger agreement) was converted into the right to receive 1.025 (the "exchange ratio") shares of common stock of Chevron.
- [F3]Held by a previously reported limited partnership. The reporting person is on the management committee of the general partner of this limited partnership.
- [F4]Held by a previously reported family LLC controlled by the reporting person.
- [F5]Held by a previously reported limited liability company, for which the reporting person serves as investment manager.
- [F6]Held by a previously reported trust established for the benefit of the reporting person.
- [F7]Held by a previously reported trust established for the benefit of the reporting person.
- [F8]Pursuant to the merger agreement, at the Effective Time, each then outstanding Performance Share Unit (PSU) award was deemed to be earned at the maximum level and converted into a restricted cash award in an amount per share under such PSU award equal to the average closing trading price of a share of Chevron common stock for the 20 business days ending on and including the second to last business day prior to the Effective Time multiplied by the exchange ratio, and in each case subject to the same terms and conditions as applied to such awards immediately prior to the Effective Time (other than the performance conditions).
- [F9]Pursuant to the merger agreement, at the Effective Time each then outstanding Hess stock option was converted into a corresponding Chevron stock option based on the exchange ratio, subject to the same terms and conditions applicable to such award immediately prior to the Effective Time.
Documents
Issuer
HESS CORP
CIK 0000004447
Entity typeother
Related Parties
1- filerCIK 0001087997
Filing Metadata
- Form type
- 4
- Filed
- Jul 17, 8:00 PM ET
- Accepted
- Jul 18, 4:24 PM ET
- Size
- 49.0 KB