Valero Energy SEC Filings

Valero Energy Corp. insider activity: CEO and President R. Lane Riggs, who also serves as a director, reported a disposition of 6,756 shares of Valero common stock on 12/18/2025, recorded with transaction code G at a reported price of $0 per share. Following this transaction, Riggs directly beneficially owns 344,281 shares of Valero common stock.

Valero Energy Corporation (VLO) reported an insider transaction by its Executive Vice President and Chief Financial Officer, Jason W. Fraser. On 11/21/2025, Fraser made a gift of 4,877 shares of common stock at a reported price of $0 and separately sold 9,933 shares of common stock at a price of $174.0199 per share. After these transactions, he beneficially owned 134,196 shares of Valero common stock, held directly.

Valero Energy Corporation has a stockholder filing a Form 144 notice to potentially sell up to 9,933 shares of common stock through Merrill Lynch on the NYSE, with an approximate sale date of 11/21/2025. The filing lists an aggregate market value for these shares of 1,710,859 and notes 305,010,000 shares of the same class outstanding.

The shares to be sold were acquired on 01/31/2023 via the vesting of a stock award from Jason Fraser, described as a compensatory payment. The person on whose behalf the shares may be sold represents that they are not aware of any undisclosed material adverse information about Valero’s current or prospective operations, as required by the Form 144 certification language.

Valero Energy (VLO) insider filing: Senior Vice President Eric A. Fisher reported a bona fide gift of 1,750 shares of common stock on 11/06/2025 (Transaction Code G).

Following the transaction, Fisher beneficially owns 42,979 shares directly. The filing notes this direct amount excludes 1,076.399 shares indirectly held in a thrift plan and 400 shares indirectly held by family trusts. The transaction price is listed as $0, consistent with a gift.

The filing was made by one reporting person and identifies Fisher’s role as Officer (SVP).

Valero Energy (VLO) announced a planned CFO transition. The Board appointed Homer Bhullar as Senior Vice President and Chief Financial Officer, effective January 1, 2026. He will serve as Valero’s Principal Financial Officer and Principal Accounting Officer upon assuming the role. Jason Fraser submitted notice of his retirement as Executive Vice President and CFO effective at the close of business on December 31, 2025, and as an employee in the first quarter of 2026.

Bhullar has led investor relations and finance since April 29, 2021, and previously held business development and corporate development roles after joining Valero in 2014, following investment banking roles at J.P. Morgan and Citigroup. Effective January 1, 2026, his compensation will include base salary of $770,000 (from $500,000), a bonus target of 85% of base salary (from 75%), and a long‑term incentive target of 350% of base salary (from 220%).

Valero Energy (VLO) reported Q3 2025 results. Revenue was $32,168 million and operating income was $1,509 million. Net income attributable to stockholders was $1,095 million, or $3.54 per share, compared with $1.14 a year ago. For the first nine months, revenue totaled $92,315 million and operating cash flow was $3,769 million.

Strategic and accounting updates: In March 2025, Valero recorded a $1.1 billion asset impairment tied to its California refineries after deciding to cease refining at the Benicia Refinery by the end of April 2026. The company recognized incremental depreciation of about $100 million in Q3 (approximately $200 million year-to-date) and a $50 million one-time employee transition liability.

Balance sheet and capital returns: Cash and cash equivalents were $4,764 million as of September 30, 2025; debt and finance lease obligations (long-term) were $9,687 million. Valero issued $650 million of 5.150% Senior Notes due 2030 and used proceeds to repay 2025 maturities. Year-to-date, it repurchased $1,544 million of stock and paid $1,061 million in dividends. Shares outstanding were 305,009,539 as of October 17, 2025.

Valero Energy Corporation filed an 8-K to announce it furnished a press release with its financial and operating results for the third quarter ended September 30, 2025. The press release, dated October 23, 2025, is included as Exhibit 99.01.

The information was furnished under Item 2.02 and is not filed, which means it is not incorporated by reference into Securities Act registration statements unless specifically identified. The filing also includes the Inline XBRL cover page as Exhibit 104.

Valero Energy Corporation amended and restated its revolving credit agreement, extending the maturity from November 22, 2027 to October 16, 2030. The Credit Facility provides a revolving commitment of up to $4,000,000,000, including a letter of credit subfacility of up to $2,400,000,000, and allows increases of up to $1,500,000,000 for a total commitment of $5,500,000,000.

Borrowings accrue interest at either the Term SOFR Rate plus a margin of 0.9%–1.5% per annum or the Alternate Base Rate plus 0.0%–0.5%, in each case based on the company’s credit ratings. A commitment fee of 0.1%–0.25% per annum applies to used and unused commitments. Interest and fees are payable quarterly in arrears. JPMorgan Chase Bank, N.A. is Administrative Agent. Proceeds are for general corporate purposes, with customary covenants and events of default.

Robert L. Reymond, a director of Valero Energy Corp (VLO), was granted 924 stock units on 09/18/2025. Each stock unit represents a right to receive one share of common stock and the units are scheduled to vest one year from the grant date. The reported acquisition is recorded at a $0 price, indicating these were awarded stock units rather than a market purchase. The Form 4 was signed by an attorney-in-fact on behalf of Reymond on 09/22/2025.