SCHEDULE: Hess Midstream LP: Chevron-Hess Unit Repurchase

Hess Midstream LP's operating company completed a $30 million repurchase of 695,894 Opco Class B Units from Hess Investments, a Chevron subsidiary, at $43.11 per unit.

Summary

• Hess Midstream LP's operating company (HESM Opco) completed the August 2025 Repurchase Transaction on August 8, 2025.
• HESM Opco purchased 695,894 Opco Class B Units from Hess Investments for approximately $30 million, at a price of $43.11 per unit.
• The repurchased Opco Class B Units were subsequently cancelled by HESM Opco.
• An equal number of Class B Shares held by Hess Investments were cancelled by Hess Midstream LP for no consideration.
• Following the transaction, Hess Investments North Dakota LLC, Hess Corporation, and Chevron Corporation each beneficially own 78,732,296 Class A Shares, representing 37.8% of the outstanding Class A Shares.
• The beneficial ownership is based on 129,947,965 Class A Shares outstanding as of August 8, 2025.
• Hess Investments holds 449,000 Class A Shares and 78,283,296 Opco Class B Units, which are redeemable for Class A Shares on a one-for-one basis.
• Hess Investments is an indirect, wholly owned subsidiary of Hess Corporation, which is a direct, wholly owned subsidiary of Chevron Corporation.

Sentiment

Score: 6

Explanation: The filing reports the completion of a previously disclosed and expected unit repurchase transaction between related parties. While a repurchase can be seen as mildly positive for remaining shareholders, the nature of this specific transaction (internal, pre-arranged) makes it a neutral corporate action rather than a significant market-moving event.

Positives

• The repurchase of Opco Class B Units reduces the total number of units, which can be accretive to the value of remaining Class A Shares.
• The transaction was executed as part of a previously disclosed agreement, indicating planned and orderly corporate action.

Future Outlook

No forward-looking statements or guidance are provided in this filing.

Industry Context

This filing details a specific corporate transaction related to beneficial ownership and unit repurchase within the Hess Midstream LP structure, involving its parent companies, Hess Corporation and Chevron Corporation. It does not provide broader insights into industry trends or competitive landscape.

Related Party Transactions

• HESM Opco purchased Opco Class B Units from Hess Investments, which is an indirect, wholly owned subsidiary of Hess Corporation, and Hess Corporation is a direct, wholly owned subsidiary of Chevron Corporation. This constitutes a transaction between related parties.

Stakeholder Impact

• Shareholders of Hess Midstream LP may experience a slight increase in per-share value due to the reduction in outstanding units, although the primary impact is on the beneficial ownership structure of the reporting entities.
• Hess Investments, Hess Corporation, and Chevron Corporation's beneficial ownership percentage remains significant at 37.8%.

Key Dates

Recommendation

The filing details a pre-arranged unit repurchase between related parties, which is a routine corporate action and does not provide new material information to warrant a change in investment thesis. The transaction was executed as expected and does not significantly alter the company's fundamental outlook or competitive position.

Keywords

Hess Midstream, HESM, Chevron, Hess Corporation, Share Repurchase, Class B Units, Beneficial Ownership, SEC Filing, 13D, Midstream