Form 4: Hess Senior VP Andrew Slentz Reports Post-Merger Equity Conversion to Chevron Shares

Hess Corp. Senior Vice President Andrew P. Slentz reported the conversion of his Hess common stock, performance share units, and stock options into Chevron Corporation securities following the merger agreement.

Summary

• Andrew P. Slentz, Senior Vice President of Hess Corp., reported changes in his beneficial ownership of securities due to the merger between Hess Corp. and Chevron Corporation.
• Slentz disposed of 61,566 shares of Hess Common Stock, which were converted into the right to receive 1.025 shares of Chevron common stock per Hess share.
• 5,705 Performance Share Units (PSUs) were disposed of, having been deemed earned at the maximum level and converted into a restricted cash award.
• Multiple tranches of Hess stock options, with exercise prices ranging from $75.04 to $141.55, were disposed of and converted into corresponding Chevron stock options based on the 1.025 exchange ratio.
• The reported transactions occurred on July 18, 2025, which is also the date the reporting person is no longer subject to Section 16 obligations.
• This filing indicates that Slentz now holds 0 shares of Hess common stock and 0 derivative securities of Hess following these transactions.

Sentiment

Score: 5

Explanation: The document is a neutral, factual report of changes in beneficial ownership due to a corporate merger, with no explicit positive or negative financial implications for the company or new risks disclosed.

Positives

• Performance Share Units (PSUs) were deemed earned at the maximum level, indicating favorable vesting conditions for the executive.

Future Outlook

This document does not contain any forward-looking statements or guidance, as it is a report of past transactions related to a completed merger.

Industry Context

This filing reflects the final stages of a significant merger within the oil and gas industry, where Hess Corp. was acquired by Chevron Corporation. Such mergers typically lead to the conversion of the acquired company's securities into those of the acquiring entity, impacting executive compensation and ownership structures.

Stakeholder Impact

• Shareholders: Hess shareholders, including executives, had their shares converted into Chevron shares, impacting their ownership structure and future investment exposure.
• Employees: Employees holding Hess equity awards, such as PSUs and stock options, saw these awards converted into cash or Chevron equity, affecting their compensation and long-term incentives.

Key Dates

Keywords

Hess Corp, Chevron Corporation, Merger, SEC Form 4, Beneficial Ownership, Stock Options, Performance Share Units, Insider Trading, Equity Conversion