Chevron (NYSE: CVX) CFO details stock vesting and tax withholding

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(High)

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(Neutral)

Form Type

Rhea-AI Filing Summary

Chevron’s Chief Financial Officer Eimear P. Bonner reported equity award vesting and related share-withholding transactions. On February 10, 2026, restricted stock units representing 2,557 and 2,460 units converted into the same number of Chevron common shares at $0 exercise price.

To satisfy tax obligations, 1,007 and 969 common shares were withheld at $182.26 per share, coded as tax-withholding dispositions rather than open-market sales. After these transactions, Bonner directly held 8,428 common shares and indirectly held 408 shares through a Share Incentive Plan, along with remaining restricted stock units that continue to vest under Chevron’s long‑term incentive plan.

Insider Trade Summary

5,017 shares exercised/converted

Mixed 7 txns

Insider BONNER EIMEAR P

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	2,557	$0.00	--
Exercise	Restricted Stock Units	2,460	$0.00	--
Exercise	Common Stock	2,557	$0.00	--
Tax Withholding	Common Stock	1,007	$182.26	$184K
Exercise	Common Stock	2,460	$0.00	--
Tax Withholding	Common Stock	969	$182.26	$177K
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 2,558 shares (Direct); Common Stock — 7,944 shares (Direct); Common Stock — 408 shares (Indirect, Share Incentive Plan)

Footnotes (1)

Each restricted stock unit is the economic equivalent of one share of Chevron common stock. This number includes rounding of fractional shares. This number includes dividend equivalents (222 shares). Restricted stock units granted on February 6, 2024 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 February 10, 2025 and February 10, 2026, respectively, and one-third of the shares subject to the award will vest on February 10, 2027, and 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. This number includes dividend equivalents (321 shares). Restricted stock units granted on February 4, 2025, 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 February 10, 2026, and one-third of the shares subject to the award will vest on February 10, 2027 and February 10, 2028, respectively, and 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.

Form 4 Insider Transactions: What Each Field Means →

02/12/2026 - 05:31 PM

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^*

BONNER EIMEAR P

(Last)

(First)

(Middle)

1400 SMITH STREET

(Street)

HOUSTON

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)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/10/2026		M		2,557	A	$0⁽¹⁾	7,944⁽²⁾	D
Common Stock	02/10/2026		F		1,007	D	$182.26	6,937	D
Common Stock	02/10/2026		M		2,460	A	$0⁽¹⁾	9,397	D
Common Stock	02/10/2026		F		969	D	$182.26	8,428	D
Common Stock								408	I	Share Incentive 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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	02/10/2026		M			2,557⁽³⁾	⁽⁴⁾	⁽⁴⁾	Common Stock	2,557⁽³⁾	⁽¹⁾	2,558	D
Restricted Stock Units	⁽¹⁾	02/10/2026		M			2,460⁽⁵⁾	⁽⁶⁾	⁽⁶⁾	Common Stock	2,460⁽⁵⁾	⁽¹⁾	4,921	D

Explanation of Responses:

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

2. This number includes rounding of fractional shares.

3. This number includes dividend equivalents (222 shares).

4. Restricted stock units granted on February 6, 2024 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 February 10, 2025 and February 10, 2026, respectively, and one-third of the shares subject to the award will vest on February 10, 2027, and 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.

5. This number includes dividend equivalents (321 shares).

6. Restricted stock units granted on February 4, 2025, 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 February 10, 2026, and one-third of the shares subject to the award will vest on February 10, 2027 and February 10, 2028, respectively, and 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/ Christopher A. Butner, Attorney-in-Fact for Eimear P. Bonner	02/12/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Chevron (CVX) CFO Eimear Bonner report?

Chevron CFO Eimear Bonner reported restricted stock units vesting into common stock and related tax share withholding. On February 10, 2026, 2,557 and 2,460 RSUs converted to shares, with 1,007 and 969 shares withheld at $182.26 per share for taxes.

How many Chevron (CVX) shares does the CFO hold after this Form 4?

After the reported transactions, Eimear Bonner directly owned 8,428 Chevron common shares. She also indirectly held 408 additional common shares through a Share Incentive Plan, plus remaining restricted stock units that continue to vest under the company’s 2022 Long-Term Incentive Plan.

Were Chevron (CVX) CFO Eimear Bonner’s transactions open-market stock sales?

The filing shows no open-market sales by Eimear Bonner. Shares coded “F” (1,007 and 969 shares at $182.26) were withheld to pay tax liabilities on vested restricted stock units, rather than being discretionary sales on the open market.

What restricted stock units vested for Chevron (CVX) CFO Eimear Bonner?

Restricted stock units granted in 2024 and 2025 under Chevron’s 2022 Long-Term Incentive Plan vested on February 10, 2026. Awards of 2,557 and 2,460 units, including dividend equivalents, settled in Chevron common stock as part of scheduled multi-year vesting tranches.

At what price were Chevron (CVX) shares withheld for the CFO’s taxes?

Shares were withheld for taxes at $182.26 per Chevron share. Two tax-withholding transactions are disclosed: 1,007 shares and 969 shares, both coded “F” for payment of tax liability by delivering securities instead of cash, tied to RSU vesting.

How do Chevron (CVX) restricted stock units work for executives like the CFO?

Each restricted stock unit equals one Chevron common share and can accrue dividend equivalents as additional units. Awards vest in scheduled one-third tranches over several years, then settle in shares subject to a two-year post-vesting holding period, which ends upon employment termination.