[Form 4] Hess Corporation Insider Trading Activity

Rhea-AI Filing Summary

Colony Bankcorp Inc. (CBAN) Form 4 highlights: Director Matthew D. Reed reported the grant of 969 restricted shares on 07/15/2025. Following the award, he now directly owns 16,736 common shares, up roughly 6% from the pre-grant level (~15,767). In addition, Reed holds 448 shares indirectly through an IRA for Kennedy K. Reed. No derivative securities, sales, or open-market purchases were disclosed.

The filing reflects a routine equity-based compensation grant and modestly increases insider ownership, which can align director incentives with shareholder interests. However, because the shares were granted (not purchased with personal funds), the transaction’s immediate signaling value is limited. No other material events, financial metrics, or changes to ownership structure were reported.

Positive

• Director ownership rises ~6%, marginally improving management-shareholder alignment

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine restricted-stock grant lifts director’s stake 6%; alignment positive but signal limited versus open-market buy.

Restricted stock awards are standard board compensation. Reed’s direct ownership rises to 16,736 shares, keeping directors’ interests aligned with investors. Because no cash outlay was made, market shouldn’t infer the same confidence as an outright purchase. No red flags—no sales, pledges, or derivative positions—so governance risk remains low. Impact: neutral-positive.

Portfolio Manager

TL;DR: Small, non-cash insider acquisition; negligible valuation impact.

The 969-share grant equates to <1% of CBAN’s ~9.0 m shares outstanding, therefore immaterial to float or supply/demand. Because the stock was awarded, not bought, it doesn’t convey incremental bullish sentiment. I view the event as routine and non-impactful for portfolio positioning.

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

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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Checki Terrence J.

(Last) (First) (Middle)

1185 AVENUE OF THE AMERICAS

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HESS CORP [ HES ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/18/2025

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, $1.00 par value	07/18/2025		D		32,734.5007(1)	D	(2)	0	D

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

Explanation of Responses:

1. Reflects shares acquired pursuant to a dividend reinvestment plan in accordance with Rule 16a-11.

2. Pursuant to the Agreement and Plan of Merger, dated October 22, 2023 (as amended, the "merger agreement"), by and among Hess, Yankee Merger Sub Inc. ("Merger Sub") and Chevron Corporation ("Chevron"), at the effective time of the merger of Merger Sub with and into Hess on the closing date (the "Effective Time"), each outstanding share of common stock of Hess (except as otherwise specified in the merger agreement) was converted into the right to receive 1.025 (the "exchange ratio") shares of common stock of Chevron.

	Barry Schachter for Terrence J. Checki	07/18/2025
	** 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.
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FAQ

How many CBAN shares did Director Matthew D. Reed acquire?

He received 969 restricted shares on 07/15/2025.

What is Reed’s total direct ownership after the transaction?

He now directly holds 16,736 CBAN common shares.

Were any CBAN shares sold in this Form 4?

No. The filing only reports an acquisition; there were no dispositions.

Does the filing include derivative securities or options?

No derivative securities were reported; the table for derivatives is blank.

Is the acquisition an open-market purchase?

No, it is a restricted stock award grant, part of board compensation.