Form 4: Chevron Director John B. Hess Reports Acquisition of Stock Units

Chevron Director John B. Hess reported the acquisition of 1,251 common stock units under the company's non-employee directors' equity compensation plan.

Summary

• John B. Hess, a Director of Chevron Corp (CVX), reported an acquisition of 1,251 shares of Common Stock on July 28, 2025.
• These shares were acquired at a price of $0, representing stock units issued under the Chevron Corporation Non-Employee Directors' Equity Compensation and Deferral Plan.
• Following this transaction, John B. Hess beneficially owns a total of 9,714,450 shares of Chevron Common Stock.
• Direct beneficial ownership stands at 278,539 shares.
• Indirect beneficial ownership includes 7,244,497 shares held by a limited partnership, 29,471 shares by a Family LLC, 307,500 shares by another LLC, 7,286 shares by one trust, 1,778,045 shares by another trust, and 76,111 shares through a 401(k) plan.

Sentiment

Score: 6

Explanation: The filing reports a routine grant of stock units to a non-employee director as part of their compensation plan, which is a standard practice and aligns director interests with shareholders. It is a neutral to slightly positive event.

Positives

• The acquisition of stock units aligns the director's interests with those of the shareholders, as compensation is tied to the company's equity performance.
• The transaction represents a routine grant under an established equity compensation plan for non-employee directors.

Future Outlook

NA

Industry Context

It is a common practice for publicly traded companies, especially large corporations like Chevron, to compensate non-employee directors with equity-based awards. This aligns the directors' financial interests with the long-term performance of the company and shareholder value.

Comparison to Industry Standards

• The issuance of stock units as part of a non-employee director's compensation plan is a standard corporate governance practice across major industries, including the energy sector.
• This type of equity grant is comparable to compensation structures seen in other large-cap energy companies, aiming to incentivize long-term commitment and performance alignment.

Corporate Governance

Related Party Transactions

• Indirect beneficial ownership includes 7,244,497 shares held by a limited partnership where the reporting person is a limited partner and serves on the management committee of the general partner.
• 29,471 shares are held by a Family LLC where the reporting person is a member and a general partner/manager of a limited partnership that manages the LLC.
• 307,500 shares are held by an LLC where the reporting person and their son are the sole members, and the reporting person is the manager.
• 7,286 shares and 1,778,045 shares are held by two separate trusts established for the benefit of the reporting person, who is also a beneficiary.

Stakeholder Impact

• Shareholders: The equity grant aligns the director's financial incentives with shareholder interests, potentially fostering decisions that enhance long-term shareholder value.
• Employees: No direct impact on employees is indicated by this filing.

Key Dates

Keywords

Chevron, CVX, Form 4, Insider Transaction, Beneficial Ownership, Director Compensation, Stock Units, John B. Hess