Form 4: Valero Energy Corp EVP & CFO Jason W. Fraser Reports Stock Award and Tax Withholding

Jason W. Fraser, EVP & CFO of Valero Energy Corp, reports the acquisition of restricted stock and performance shares, along with a disposition of shares to cover tax obligations.

Summary

• On February 26, 2025, Jason W. Fraser, EVP & CFO of Valero Energy Corp, reported transactions involving Valero Energy Corp (VLO) common stock.
• Fraser acquired 16,260 shares of restricted common stock with a value of $0.
• Additionally, 16,260 performance shares were awarded.
• 6,399 shares were disposed of to satisfy tax obligations at a price of $131.1999 per share.
• Following these transactions, Fraser directly owns 149,006 shares of common stock and 16,260 performance shares.

Sentiment

Score: 6

Explanation: The sentiment is neutral. The filing reflects standard executive compensation practices. The acquisition of shares is a positive sign, but the disposal for tax obligations is a routine event.

Positives

• The acquisition of restricted stock and performance shares indicates confidence in the company's future performance.

Negatives

• The disposal of shares to cover tax obligations reduces Fraser's overall holdings, although this is a common practice.

Risks

• The value of the restricted stock and performance shares is subject to the performance of Valero Energy Corp's stock price.
• The performance shares vest based on certain performance criteria, which may not be met.

Future Outlook

The performance shares vest annually in one-third increments beginning in January 2026, payable in shares of common stock in amounts ranging from zero to 200 percent of the performance shares and as otherwise set forth in the agreement.

Industry Context

Form 4 filings are routine disclosures required by the SEC to provide transparency into the transactions of company insiders. These filings are closely watched by investors to gauge management's sentiment and confidence in the company's prospects.

Comparison to Industry Standards

• Executive compensation packages often include a mix of salary, stock options, restricted stock, and performance-based awards.
• The vesting schedule and performance metrics for the performance shares are typical components of executive compensation plans in the energy industry.
• Companies like ExxonMobil (XOM) and Chevron (CVX) also utilize similar equity-based compensation strategies to align executive interests with shareholder value.

Stakeholder Impact

• The transactions have a minor impact on shareholders, as they reflect standard executive compensation practices.
• Employees may view the stock awards as a positive sign of the company's commitment to its leadership.

Key Dates