Form 4: Chevron Director Acquires Phantom Stock

Chevron Director Charles W. Moorman acquired 296 shares of phantom stock as part of the company's non-employee directors' equity compensation plan.

Summary

• Director Charles W. Moorman acquired 296 shares of phantom stock on December 1, 2025.
• The phantom stock was issued under the Chevron Non-Employee Directors' Equity Compensation and Deferral Plan.
• Each phantom stock unit represents one share of Chevron common stock.
• The phantom stock becomes payable in common stock upon Moorman's termination of service.
• The price of the derivative security (phantom stock) was $152.54 per unit.
• Following this transaction, Moorman beneficially owns 19,840 shares, which includes 207 dividend equivalent accruals.

Sentiment

Score: 6

Explanation: The acquisition of phantom stock by a director as part of a compensation plan is a mildly positive event, indicating continued alignment of interests and standard corporate governance.

Positives

• Director Charles W. Moorman increased his beneficial ownership in Chevron through the acquisition of 296 phantom stock units, aligning his interests with shareholders.
• The phantom stock is part of a compensation plan designed to retain and incentivize non-employee directors.

Future Outlook

The phantom stock units will convert into Chevron common stock upon Director Moorman's termination of service, providing a future equity payout.

Industry Context

This transaction is a routine compensation event for a non-employee director in a major energy company like Chevron, reflecting standard corporate governance practices for aligning director incentives with long-term shareholder value.

Comparison to Industry Standards

• Equity compensation for non-employee directors, such as phantom stock, is a common practice across large-cap companies in the energy sector and broader S&P 500, aiming to align director interests with long-term company performance.
• The structure, where phantom stock converts to common stock upon termination of service, is a typical deferral mechanism seen in many corporate equity plans, including those at peers like ExxonMobil (XOM) or BP (BP).

Related Party Transactions

• Director Charles W. Moorman acquired phantom stock from Chevron Corp. as part of the Non-Employee Directors' Equity Compensation and Deferral Plan, which constitutes a routine related-party transaction for director compensation.

Stakeholder Impact

• Shareholders: The transaction aligns the director's long-term interests with shareholder value through equity ownership.
• Employees: No direct impact on employees is indicated by this filing.
• Customers/Suppliers/Creditors: No direct impact on these stakeholders is indicated by this filing.

Next Steps

• The acquired phantom stock will become payable in Chevron common stock upon Director Charles W. Moorman's termination of service.

Key Dates

Recommendation

This Form 4 filing details a routine compensation event for a non-employee director, involving the acquisition of phantom stock. While it indicates continued alignment of director interests with the company, it does not present new information significant enough to alter an investment thesis or warrant a change in recommendation for Chevron's stock. It's an expected part of director compensation.

Keywords

Chevron, CVX, Form 4, Insider Transaction, Phantom Stock, Director Compensation, Equity Compensation, Beneficial Ownership