STOCK TITAN

[Form 4] CHEVRON CORP Insider Trading Activity

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

Rhea-AI Filing Summary

Chevron Vice Chairman Mark A. Nelson reported multiple equity transactions involving Chevron common stock and equity awards. On January 31, 2026, restricted stock units covering 13,347 and 2,912 shares converted into common stock, with some shares withheld or disposed of at about $176.90 per share, leaving 7,161 shares held directly.

On February 1, 2026, he received a new grant of 24,120 restricted stock units under Chevron’s 2022 Long-Term Incentive Plan. On February 2, 2026, he exercised options for 18,100 shares at $117.24 and 27,700 shares at $125.35, then sold the same amounts at weighted-average prices of $174.2806 and $174.0926. He also reported 18,890 shares held indirectly through a 401(k) plan.

Positive

  • None.

Negative

  • None.
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*
NELSON MARK A

(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)
Vice Chairman
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 13,347 A $0(1) 18,861 D
Common Stock 01/31/2026 D 13,347 D $176.9 5,514 D
Common Stock 01/31/2026 M 2,912 A $0(1) 8,426 D
Common Stock 01/31/2026 F 1,265 D $176.9 7,161 D
Common Stock 02/02/2026 M 18,100 A $117.24 25,261 D
Common Stock 02/02/2026 S 18,100 D $174.2806(2) 7,161 D
Common Stock 02/02/2026 M 27,700 A $125.35 34,861 D
Common Stock 02/02/2026 S 27,700 D $174.0926(3) 7,161 D
Common Stock 18,890(4) 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 13,347(5) (6) (6) Common Stock 13,347(5) (1) 0 D
Restricted Stock Units (1) 01/31/2026 M 2,912(7) (8) (8) Common Stock 2,912(7) (1) 0 D
Restricted Stock Units $0(1) 02/01/2026 A 24,120 (9) (9) Common Stock 24,120 $0 24,120 D
Non-Qualified Stock Option (Right to Buy) $117.24 02/02/2026 M 18,100 (10) 01/25/2027 Common Stock 18,100 $0 0 D
Non-Qualified Stock Option (Right to Buy) $125.35 02/02/2026 M 27,700 (11) 01/31/2028 Common Stock 27,700 $0 0 D
Explanation of Responses:
1. Each restricted stock unit is the economic equivalent of one share of Chevron common stock.
2. This transaction was executed in multiple trades at prices ranging from $174.22 to $174.40. 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. This transaction was executed in multiple trades at prices ranging from $173.88 to $174.30. 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.
4. Between December 18, 2025 and February 2, 2026, the reporting person acquired 18 shares of Chevron common stock under the Chevron Employee Savings Investment Plan, a 401(k) Plan.
5. This number includes dividend equivalents (1,583 shares).
6. 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.
7. This number includes dividend equivalents (127 shares).
8. 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.
9. 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.
10. Option granted 1/25/2017. One-third of the shares subject to the option vested on January 31, 2018, January 31, 2019 and January 31, 2020, respectively.
11. Option granted 1/31/2018. One-third of the shares subject to the option vested on January 31, 2019, January 31, 2020 and January 31, 2021, respectively.
/s/ Rose Z. Pierson, Attorney-in-Fact for Mark A. Nelson 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.
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