STOCK TITAN

Chevron (NYSE: CVX) CEO sells shares, no 10b5-1 plan noted

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Chevron Corp (CVX) Chairman and CEO Michael K. Wirth exercised a non-qualified stock option for 317,100 shares of common stock at an exercise price of $88.20 per share and received the underlying shares.

On the same date, he sold a total of 317,100 Chevron common shares in open-market transactions at weighted average prices of about $200.44 and $201.05. Following these transactions, he reports indirect holdings of 17,784 shares through a limited partnership (where he owns a 1% general partnership interest and disclaims beneficial ownership beyond his pecuniary interest), 19,036 shares through a 401(k) plan, and 51 shares through the Wirth Family Trust. The Rule 10b5-1 trading-plan checkbox was not marked as applicable.

Positive

  • None.

Negative

  • None.
Insider Wirth Michael K
Role Chairman and CEO
Sold 317,100 shs ($63.57M)
Approx. gross sale proceeds $63.57M
Approx. exercise cost $27.97M
Approx. pre-tax spread $35.60M
Type Security Shares Price Value
Exercise Non-Qualified Stock Option (Right to Buy) F4 317,100 $0.00 $0.00
Exercise Common Stock 317,100 $88.20 $27.97M
Sale Common Stock F1 306,789 $200.4433 $61.49M
Sale Common Stock F2 10,311 $201.0534 $2.07M
holding Common Stock F3 -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Non-Qualified Stock Option (Right to Buy) — 0 shares (Direct); Common Stock — 26,308 shares (Direct); Common Stock — 17,784 shares (Indirect, By Limited Partnership); Common Stock — 19,036 shares (Indirect, By 401(k) plan); Common Stock — 51 shares (Indirect, By Wirth Family Trust)
Footnotes (4)
  1. F1. These shares were sold in multiple transactions at prices ranging from $200.00 to $200.99, inclusive. The price reported in Column 4 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 ranges set forth in footnotes (1) and (2) to this Form 4.
  2. F2. These shares were sold in multiple transactions at prices ranging from $201.00 to $201.12, inclusive. The price reported in Column 4 reflects the weighted average sale price.
  3. F3. The reporting person owns only a 1% general partnership interest in the limited partnership. The remaining limited partnership interests are owned equally by four separate trusts for the benefit of each of the reporting person's children. The reporting person disclaims beneficial ownership of the shares held by the limited partnership except to the extent of his pecuniary interest therein.
  4. F4. Option granted 1/27/2021. One-third of the shares subject to the option vested on January 31, 2022, January 31, 2023 and January 31, 2024, respectively.
Option shares exercised 317,100 shares Non-Qualified Stock Option exercised on 2026-08-14
Option exercise price $88.20 per share Exercise price of Non-Qualified Stock Option granted 1/27/2021
Shares sold at $200.4433 306,789 shares Open-market sale on 2026-08-14 at weighted average price
Shares sold at $201.0534 10,311 shares Open-market sale on 2026-08-14 at weighted average price
Indirect LP holdings 17,784 shares Held indirectly by limited partnership; 1% general partnership interest
Indirect 401(k) holdings 19,036 shares Chevron common stock held indirectly by 401(k) plan
Indirect trust holdings 51 shares Chevron common stock held indirectly by Wirth Family Trust
Option expiration date 2031-01-27 Expiration of Non-Qualified Stock Option exercised
Non-Qualified Stock Option financial
"security_title: "Non-Qualified Stock Option (Right to Buy)""
A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.
weighted average sale price financial
"The price reported in Column 4 reflects the weighted average sale price"
pecuniary interest financial
"disclaims beneficial ownership of the shares held ... except to the extent of his pecuniary interest"
general partnership interest financial
"The reporting person owns only a 1% general partnership interest in the limited partnership"
Rule 10b5-1 regulatory
"The Rule 10b5-1 trading-plan checkbox was not marked as applicable"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

FAQ

What did Chevron (CVX) CEO Michael Wirth report in this Form 4?

Michael Wirth reported exercising a non-qualified stock option for 317,100 shares of Chevron common stock at $88.20 per share and then selling 317,100 shares of common stock in open-market transactions on August 14, 2026.

At what prices did Michael Wirth sell Chevron (CVX) shares on August 14, 2026?

He sold Chevron common stock in multiple transactions at weighted average prices of $200.4433 per share for 306,789 shares and $201.0534 per share for 10,311 shares, with individual trades occurring within the price ranges disclosed in the footnotes.

What stock option did Michael Wirth exercise in this Chevron (CVX) Form 4?

He exercised a non-qualified stock option covering 317,100 shares of Chevron common stock at an exercise price of $88.20 per share. The option was granted on January 27, 2021 and fully vested by January 31, 2024, with expiration on January 27, 2031.

What Chevron (CVX) shares does Michael Wirth hold indirectly after these transactions?

He reports indirect holdings of 17,784 shares via a limited partnership, 19,036 shares through a 401(k) plan, and 51 shares via the Wirth Family Trust, while disclaiming beneficial ownership of most limited partnership shares except for his pecuniary interest.

Was Michael Wirth’s Chevron (CVX) trading under a Rule 10b5-1 plan?

The filing’s Rule 10b5-1 checkbox is not marked as affirmatively adopted, and no footnote states that these trades were executed under a 10b5-1 trading plan, indicating the transactions are not represented as plan-based in this report.

How is Michael Wirth’s interest in the limited partnership Chevron (CVX) shares described?

He holds a 1% general partnership interest in the limited partnership, while four children’s trusts hold the remaining interests. He disclaims beneficial ownership of the partnership’s Chevron shares except to the extent of his pecuniary interest in them.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Wirth Michael K

(Last)(First)(Middle)
1400 SMITH STREET

(Street)
HOUSTON TEXAS 77002

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CHEVRON CORP [ CVX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairman and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/14/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
CodeVAmount(A) or (D)Price
Common Stock08/14/2026M317,100A$88.2343,408D
Common Stock08/14/2026S306,789D$200.4433(1)36,619D
Common Stock08/14/2026S10,311D$201.0534(2)26,308D
Common Stock17,784IBy Limited Partnership(3)
Common Stock19,036IBy 401(k) plan
Common Stock51IBy Wirth Family Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Option (Right to Buy)$88.208/14/2026M317,100 (4)01/27/2031Common Stock317,100$00D
Explanation of Responses:
1. These shares were sold in multiple transactions at prices ranging from $200.00 to $200.99, inclusive. The price reported in Column 4 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 ranges set forth in footnotes (1) and (2) to this Form 4.
2. These shares were sold in multiple transactions at prices ranging from $201.00 to $201.12, inclusive. The price reported in Column 4 reflects the weighted average sale price.
3. The reporting person owns only a 1% general partnership interest in the limited partnership. The remaining limited partnership interests are owned equally by four separate trusts for the benefit of each of the reporting person's children. The reporting person disclaims beneficial ownership of the shares held by the limited partnership except to the extent of his pecuniary interest therein.
4. Option granted 1/27/2021. One-third of the shares subject to the option vested on January 31, 2022, January 31, 2023 and January 31, 2024, respectively.
/s/ Rose Z. Pierson, Attorney-in-Fact for Michael K. Wirth08/18/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)