STOCK TITAN

Chevron director acquires 213 phantom stock units

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Form Type
4

Rhea-AI Filing Summary

Chevron Corp (CVX) director Marillyn A. Hewson reported a discretionary acquisition of derivative awards in the form of phantom stock on 2026-08-28 under Rule 16b-3(f). She acquired 213 phantom stock units at $201.86 per unit, bringing her total phantom stock holdings to 6,400 units, including dividend-equivalent accruals. Each phantom stock unit is payable in Chevron common stock on termination of her board service at a 1-for-1 rate.

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Insider HEWSON MARILLYN A
Role Director
Type Security Shares Price Value
Discretionary Phantom Stock F1, F2, F3 213 $201.86 $43K
Holdings After Transaction: Phantom Stock — 6,400 shares (Direct)
Footnotes (3)
  1. F1. The shares of phantom stock issued under the Chevron Non-Employee Directors' Equity Compensation and Deferral Plan become payable in common stock upon the reporting person's termination of service.
  2. F2. 1-for-1.
  3. F3. This number includes dividend equivalent accruals (56) under the Chevron Non-Employee Directors' Equity Compensation and Deferral Plan.
Phantom stock units acquired 213 units Discretionary transaction on 2026-08-28 under Rule 16b-3(f)
Transaction price per phantom stock unit $201.86 Price per unit for the 213 phantom stock units acquired
Total phantom stock units after transaction 6,400 units Director’s phantom stock holdings following the reported acquisition
Dividend equivalent accruals included 56 units Portion of the 6,400 phantom stock units attributable to dividend equivalents
Phantom stock conversion ratio 1-for-1 Each phantom stock unit becomes one share of Chevron common stock
Phantom Stock financial
"The shares of phantom stock issued under the Chevron Non-Employee Directors'"
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
Chevron Non-Employee Directors' Equity Compensation and Deferral Plan financial
"issued under the Chevron Non-Employee Directors' Equity Compensation and Deferral Plan"
Rule 16b-3(f) regulatory
"transaction under Rule 16b-3(f)"
dividend equivalent accruals financial
"This number includes dividend equivalent accruals (56) under the Chevron"
Dividend equivalent accruals are bookkeeping entries that track amounts owed to holders of stock-based awards (like restricted stock units or certain options) as if cash dividends had been paid on the underlying shares. Think of it as a running tab a company keeps for future payments: it matters to investors because these accruals increase reported compensation costs, can dilute shareholders when paid in stock, and signal future cash or share outflows tied to corporate dividend policy.

FAQ

What insider transaction did CVX director Marillyn Hewson report?

Marillyn A. Hewson reported a discretionary acquisition of 213 phantom stock units on 2026-08-28 under Rule 16b-3(f), increasing her phantom stock position to 6,400 units tied to Chevron common stock.

How many Chevron (CVX) phantom stock units did Marillyn Hewson acquire and at what price?

She acquired 213 phantom stock units at a reported price of $201.86 per unit, each representing one share of Chevron common stock under the company’s non-employee directors’ equity compensation and deferral plan.

What is Marillyn Hewson’s total phantom stock holding in CVX after this transaction?

After the transaction, Marillyn A. Hewson holds a total of 6,400 phantom stock units. This total includes 56 units from dividend equivalent accruals under the Chevron Non-Employee Directors' Equity Compensation and Deferral Plan.

How are Chevron (CVX) phantom stock units held by Marillyn Hewson settled?

The phantom stock units are issued under the Chevron Non-Employee Directors' Equity Compensation and Deferral Plan and become payable in Chevron common stock upon Marillyn Hewson’s termination of service as a director, on a 1-for-1 share basis.

Was Marillyn Hewson’s Chevron (CVX) phantom stock transaction a market purchase or sale?

No market purchase or sale was reported. The filing describes the event as a discretionary transaction under Rule 16b-3(f), recording the acquisition of phantom stock units as part of director compensation and deferral arrangements.

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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*
HEWSON MARILLYN A

(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
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/28/2026
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
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
Phantom Stock(1)(2)08/28/2026I213 (1) (1)Common Stock213$201.866,400(3)D
Explanation of Responses:
1. The shares of phantom stock issued under the Chevron Non-Employee Directors' Equity Compensation and Deferral Plan become payable in common stock upon the reporting person's termination of service.
2. 1-for-1.
3. This number includes dividend equivalent accruals (56) under the Chevron Non-Employee Directors' Equity Compensation and Deferral Plan.
/s/ Rose Z. Pierson, Attorney-in-Fact for Marillyn A. Hewson09/01/2026
** 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)