Chevron (NYSE: CVX) New Energies president logs RSU grant and stock sales

Rhea-AI Filing Summary

Chevron Corporation President, New Energies Jeff B. Gustavson reported multiple equity transactions in Chevron common stock and restricted stock units. On January 31, 2026, he exercised 2,943 restricted stock units into Chevron common stock and disposed of 2,943 shares at $176.9 per share, leaving 1,694 directly held shares from that line.

On the same date, he exercised an additional 839 restricted stock units and disposed of 239 shares at $176.9 per share, resulting in 2,294 directly held shares from that line and 3 shares held indirectly through a 401(k) plan. On February 1, 2026, he received a new grant of 6,730 restricted stock units, which will vest in three annual installments starting February 1, 2027 under the Chevron Corporation 2022 Long-Term Incentive Plan.

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

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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).

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^*

GUSTAVSON JEFF B

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, New Energies

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		2,943	A	$0(1)	4,637	D
Common Stock	01/31/2026		D		2,943	D	$176.9	1,694	D
Common Stock	01/31/2026		M		839	A	$0(1)	2,533	D
Common Stock	01/31/2026		F		239	D	$176.9	2,294	D
Common Stock								3	I	By 401(k) plan

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			2,943	(2)	(2)	Common Stock	2,943	(1)	0	D
Restricted Stock Units	(1)	01/31/2026		M			839(3)	(4)	(4)	Common Stock	839(3)	(1)	0	D
Restricted Stock Units	$0(1)	02/01/2026		A		6,730		(5)	(5)	Common Stock	6,730	$0	6,730	D

Explanation of Responses:

1. Each restricted stock unit is the economic equivalent of one share of Chevron common stock.

2. 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.

3. This number includes dividend equivalents (37 shares).

4. 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.

5. 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 Jeff B. Gustavson	02/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Chevron (CVX) executive Jeff Gustavson report?

Jeff B. Gustavson reported exercising restricted stock units into Chevron common stock, selling shares, and receiving a new restricted stock unit grant. The transactions occurred on January 31, 2026 and February 1, 2026, and involved both common stock and Chevron Corporation 2022 Long-Term Incentive Plan awards.

How many Chevron (CVX) shares did Jeff Gustavson sell on January 31, 2026?

On January 31, 2026, Jeff B. Gustavson reported disposing of 2,943 shares of Chevron common stock at $176.9 per share and a further 239 shares at $176.9 per share. These disposals followed the exercise of restricted stock units into Chevron common stock on the same date.

What new restricted stock unit award did Jeff Gustavson receive from Chevron (CVX)?

On February 1, 2026, Jeff B. Gustavson received an award of 6,730 restricted stock units under the Chevron Corporation 2022 Long-Term Incentive Plan. One-third of these units will vest on February 1, 2027, February 1, 2028, and February 1, 2029, settling in Chevron common stock upon vesting.

How many Chevron (CVX) shares does Jeff Gustavson hold after the reported transactions?

After the reported transactions, Jeff B. Gustavson directly held 2,294 shares of Chevron common stock and indirectly held 3 shares through a 401(k) plan. He also beneficially owned 6,730 restricted stock units from the February 1, 2026 grant, which will vest over three future dates.

How do Jeff Gustavson’s Chevron (CVX) restricted stock units vest and settle?

Restricted stock units granted under the Chevron Corporation 2022 Long-Term Incentive Plan accrue dividend equivalents as additional units and settle in Chevron common stock on vesting dates. For the 6,730-unit grant, one-third vests on February 1 of 2027, 2028, and 2029, with issued shares subject to a two-year post-vesting holding period.

What is the role of dividend equivalents in Jeff Gustavson’s Chevron (CVX) RSUs?

Jeff B. Gustavson’s restricted stock units accrue dividend equivalents in the form of additional restricted stock units. One footnote states that a reported RSU number includes 37 shares of dividend equivalents. These dividend equivalents increase the number of units that ultimately vest or are payable under the Chevron equity awards.