SEC Form 4
| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol CHEVRON CORP [ CVX ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 01/26/2022 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 01/27/2022 | M(1) | 65,000 | A | $116 | 65,000 | D | |||
| Common Stock | 01/27/2022 | S(1) | 65,000 | D | $135.001(2) | 0 | D | |||
| Common Stock | 6,528(3) | I | By 401(k) plan | |||||||
| Common Stock | 12,602 | I | By Pate Family Trust | |||||||
| Common Stock | 4,532(4) | I | By Spouse Trust | |||||||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Non-Qualified Stock Option (Right to Buy) | $132.69 | 01/26/2022 | A | 43,100 | (5) | 01/26/2032 | Common Stock | 43,100 | $0 | 43,100 | D | ||||
| Restricted Stock Units | $0(6) | 01/26/2022 | A | 7,650 | (6) | (6) | Common Stock | 7,650 | $0 | 7,650 | D | ||||
| Non-Qualified Stock Option (Right to Buy) | $116 | 01/27/2022 | M | 65,000 | (7) | 01/29/2024 | Common Stock | 65,000 | $0 | 0 | D | ||||
| Explanation of Responses: |
| 1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 26, 2021. |
| 2. This transaction was executed in multiple trades at prices ranging from $135.00 to $135.02. The price reported above reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price within the range provided. |
| 3. Between January 21, 2022 and January 27, 2022, the reporting person acquired 46 shares of Chevron common stock under the Chevron Employee Savings Investment Plan, a 401(k) plan. |
| 4. The reporting person disclaims beneficial ownership of the shares held by his spouse's trust, and this report should not be deemed an admission that the reporting person is the beneficial owner of the shares held by his spouse's trust for purposes of Section 16 or for any other purpose. |
| 5. One-third of the shares subject to the option vest on January 31, 2023, January 31, 2024 and January 31, 2025, respectively. |
| 6. Restricted stock units granted under the Chevron Corporation Long-Term Incentive Plan. Each restricted stock unit is the economic equivalent of one share of Chevron Corporation common stock. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units and are payable in cash upon vesting on January 31, 2027. |
| 7. Option granted 1/29/2014. One-third of the shares subject to the option vested on each of the first, second and third anniversaries of the date of grant. |
| /s/ Rose Z. Pierson, Attorney-in-Fact for R. Hewitt Pate | 01/28/2022 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||