Fisher Eric A 4

What Happened

• Eric A. Fisher, Senior Vice President at Valero Energy (VLO), settled multiple performance-based awards on Jan 21, 2026. He received a series of shares (13,073 shares reported as acquired at $0.00) from those settlements and also reported several derivative conversions that were treated as dispositions (7,203 shares).
• To cover tax and related obligations, 5,190 shares were surrendered (code F) at $190.33 per share for $987,813 and 3,941 shares were returned/disposed to the issuer (code D) at $190.33 per share for $750,091 — a combined value of about $1.74 million. The filings show the transactions were reported on Jan 23, 2026.

Key Details

• Transaction date: January 21, 2026. Form 4 filed January 23, 2026 (timely).
• Reported share receipts (no cash exercise price): 3,861; 262; 4,792; 4,158 (total 13,073).
• Reported derivative dispositions (zero-price conversions): 2,066; 140; 2,290; 2,707 (total 7,203).
• Shares surrendered/returned for taxes/costs to issuer: 5,190 shares ($987,813) + 3,941 shares ($750,091) = 9,131 shares (~$1.74M).
• Shares beneficially owned after the transactions: 46,921 (does not include 1,083.877 shares in a thrift plan or 400 shares held via family trusts) — per filing footnote.
• Footnotes indicate these were settlements of previously awarded performance shares paid out at above-target levels (some awards settled at 175%, 200% and 150% of target).

Context

• These filings reflect settlement of performance awards and net share withholding/return to cover tax obligations — common after award payouts. The withheld/returned shares were not open-market sales but were surrendered to the issuer as part of tax/exercise-cost handling (a cashless/net settlement mechanism). This is routine for executive award settlements and does not by itself indicate a change in investment view.