STOCK TITAN

Chevron (NYSE: CVX) CEO Wirth reports 65,010 RSUs and stock sales

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Chevron Corporation Chairman and CEO Michael K. Wirth reported equity award activity and related share movements. On January 31, 2026, restricted stock units converted into 51,707 and 8,974 shares of Chevron common stock at an exercise price of $0, increasing his directly held stock before dispositions.

That same day he disposed of 51,707 shares at $176.90 per share and a further 3,871 shares at $176.90, leaving 19,553 shares held directly. He also reports indirect holdings of 17,784 shares through a limited partnership, 18,684 shares in a 401(k) plan, and 51 shares via the Wirth Family Trust.

On February 1, 2026, Wirth received a new grant of 65,010 restricted stock units, each economically equivalent to one Chevron share. These units accrue dividend equivalents, are scheduled to vest in three annual installments from February 1, 2027 through February 1, 2029, and shares issued upon vesting are subject to a two-year post-vesting holding period. Footnotes state he owns only a 1% general partnership interest in the limited partnership and disclaims beneficial ownership of its shares except to the extent of his pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Wirth Michael K
Role Chairman and CEO
Type Security Shares Price Value
Grant/Award Restricted Stock Units 65,010 $0.00 --
Exercise Restricted Stock Units 51,707 $0.00 --
Exercise Restricted Stock Units 8,974 $0.00 --
Exercise Common Stock 51,707 $0.00 --
Disposition Common Stock 51,707 $176.90 $9.15M
Exercise Common Stock 8,974 $0.00 --
Tax Withholding Common Stock 3,871 $176.90 $685K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 65,010 shares (Direct); Common Stock — 66,157 shares (Direct); Common Stock — 17,784 shares (Indirect, By Limited Partnership)
Footnotes (1)
  1. Each restricted stock unit is the economic equivalent of one share of Chevron common stock. 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. This number includes dividend equivalents (6,134 shares). Restricted stock units accrue dividend equivalents in the form of additional restricted stock units. The restricted stock units are payable in cash and vested on January 31, 2026. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units and are payable in cash and vested on January 31, 2026. Restricted stock units granted on January 25, 2023 under the Chevron Corporation 2022 Long-Term Incentive Plan. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units. One-third of the shares subject to the award vested on January 31, 2024, January 31, 2025 and January 31, 2026, respectively and settled in shares of Chevron common stock on the date of vesting. Shares issued upon vesting are subject to a two-year post-vesting holding period, which is removed upon termination of employment. Restricted stock units granted under the Chevron Corporation 2022 Long-Term Incentive Plan. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units. One-third of the shares subject to this award will vest on February 1, 2027, February 1, 2028 and February 1, 2029, respectively, and will settle in shares of Chevron common stock on the date of vesting. Shares issued upon vesting are subject to a two-year post-vesting holding period, which is removed upon termination of employment.
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
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 TX 77002

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CHEVRON CORP [ CVX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman and CEO
3. Date of Earliest Transaction (Month/Day/Year)
01/31/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Common Stock 01/31/2026 M 51,707 A $0(1) 66,157 D
Common Stock 01/31/2026 D 51,707 D $176.9 14,450 D
Common Stock 01/31/2026 M 8,974 A $0(1) 23,424 D
Common Stock 01/31/2026 F 3,871 D $176.9 19,553 D
Common Stock 17,784 I By Limited Partnership(2)
Common Stock 18,684 I By 401(k) plan
Common Stock 51 I By 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 01/31/2026 M 51,707(3) (4) (4) Common Stock 51,707(3) (1) 0 D
Restricted Stock Units (1) 01/31/2026 M 8,974(5) (6) (6) Common Stock 8,974(5) (1) 0 D
Restricted Stock Units $0(1) 02/01/2026 A 65,010 (7) (7) Common Stock 65,010 $0 65,010 D
Explanation of Responses:
1. Each restricted stock unit is the economic equivalent of one share of Chevron common stock.
2. 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.
3. This number includes dividend equivalents (6,134 shares).
4. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units. The restricted stock units are payable in cash and vested on January 31, 2026.
5. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units and are payable in cash and vested on January 31, 2026.
6. Restricted stock units granted on January 25, 2023 under the Chevron Corporation 2022 Long-Term Incentive Plan. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units. One-third of the shares subject to the award vested on January 31, 2024, January 31, 2025 and January 31, 2026, respectively and settled in shares of Chevron common stock on the date of vesting. Shares issued upon vesting are subject to a two-year post-vesting holding period, which is removed upon termination of employment.
7. Restricted stock units granted under the Chevron Corporation 2022 Long-Term Incentive Plan. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units. One-third of the shares subject to this award will vest on February 1, 2027, February 1, 2028 and February 1, 2029, respectively, and will settle in shares of Chevron common stock on the date of vesting. Shares issued upon vesting are subject to a two-year post-vesting holding period, which is removed upon termination of employment.
/s/ Rose Z. Pierson, Attorney-in-Fact for Michael K. Wirth 02/03/2026
** 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.

FAQ

What insider transactions did Chevron (CVX) CEO Michael Wirth report?

Michael Wirth reported RSU conversions into Chevron common stock and related share disposals. On January 31, 2026, units converted into 51,707 and 8,974 shares, followed by sales of 51,707 and 3,871 shares at $176.90 each, adjusting his direct holdings.

How many Chevron (CVX) restricted stock units were granted to Michael Wirth?

Michael Wirth received 65,010 restricted stock units on February 1, 2026. Each unit is economically equivalent to one Chevron share, accrues dividend equivalents, and is scheduled to vest in three equal installments in 2027, 2028, and 2029 under Chevron’s 2022 Long-Term Incentive Plan.

What Chevron (CVX) share sales did Michael Wirth disclose and at what price?

Wirth disclosed dispositions of 51,707 shares and 3,871 shares of Chevron common stock on January 31, 2026. Both transactions were reported at a price of $176.90 per share, reducing his directly held common stock to 19,553 shares after these movements.

How many Chevron (CVX) shares does Michael Wirth hold directly and indirectly?

After the reported transactions, Wirth holds 19,553 Chevron shares directly. Indirectly, he reports 17,784 shares through a limited partnership, 18,684 shares via a 401(k) plan, and 51 shares through the Wirth Family Trust, with specific beneficial ownership limits noted for the partnership.

What are the vesting terms of Michael Wirth’s new Chevron (CVX) RSU award?

The 65,010 RSUs granted to Wirth vest in three equal tranches on February 1, 2027, February 1, 2028, and February 1, 2029. They settle in Chevron shares on each vesting date and any shares issued are subject to a two-year post-vesting holding period, unless employment ends.

How does Michael Wirth’s limited partnership interest in Chevron (CVX) shares work?

Wirth reports 17,784 Chevron shares held by a limited partnership where he owns a 1% general partnership interest. Four separate trusts for his children own the remaining partnership interests, and he disclaims beneficial ownership of those shares except for his pecuniary interest in the partnership.