Valero director exercises units, returns 511 shares

Valero Energy Corp. director Deborah P. Majoras reported routine equity compensation transactions involving company stock.

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Form Type

Rhea-AI Filing Summary

Valero Energy Corp. director Deborah P. Majoras reported routine equity compensation transactions involving company stock. On May 6, 2026, she exercised 1,381 Stock Units, receiving an equal number of Valero common shares under a Stock Unit Award Agreement. On the same date, she disposed of 511 common shares back to the issuer at $239.26 per share. After these transactions, she directly owned 30,091 shares of Valero common stock, and the filing shows no remaining derivative stock unit position.

Insider Trade Summary

1,381 shares exercised/converted

Exercise 3 txns

Insider Majoras Deborah P

Role Director

Type	Security	Shares	Price	Value
Exercise	Stock Units	1,381	$0.00	$0.00
Exercise	Common Stock	1,381	$0.00	$0.00
Disposition	Common Stock	511	$239.26	$122K

Holdings After Transaction: Stock Units — 0 contracts (Direct); Common Stock — 30,091 shares (Direct)

Footnotes (1)

F1. Shares reporting person received per Stock Unit Award Agreement.

Key Figures

Shares disposed to issuer: 511 shares Disposition price: $239.26 per share Stock Units exercised: 1,381 units +2 more

5 metrics

Shares disposed to issuer 511 shares Common Stock disposition on May 6, 2026 at $239.26 per share

Disposition price $239.26 per share Issuer disposition of 511 Valero common shares

Stock Units exercised 1,381 units Stock Units converted into an equal number of common shares on May 6, 2026

Shares owned after transactions 30,091 shares Direct Valero common stock holdings following reported Form 4 activity

Exercise price of Stock Units $0.00 Stock Units exercised into common stock with no cash exercise price

Key Terms

Stock Units, derivative security, Disposition to issuer, derivative exercise/conversion

4 terms

Stock Units financial

"Shares reporting person received per Stock Unit Award Agreement."

Stock units are individual pieces of ownership in a company, like slices of a pie that together make up the whole business. They matter to investors because each unit represents a claim on the company’s assets, profits and sometimes voting power, and changes in the number or value of these units affect ownership percentages, potential dividends and share dilution — all of which influence an investment’s worth.

derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security""

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

Disposition to issuer financial

"transaction_code_description": "Disposition to issuer""

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did Valero Energy (VLO) director Deborah Majoras report?

Deborah P. Majoras reported exercising 1,381 Stock Units into Valero common shares and disposing of 511 common shares back to the issuer. These actions reflect routine equity compensation activity rather than open-market buying or selling.

At what price were Valero Energy (VLO) shares disposed of in this Form 4?

The Form 4 shows 511 Valero common shares were disposed of to the issuer at $239.26 per share. This transaction is coded as a disposition to the issuer, not an open-market sale on a stock exchange.

How many Valero Energy (VLO) shares does Deborah Majoras own after these transactions?

Following the reported Form 4 transactions, Deborah P. Majoras directly owned 30,091 shares of Valero Energy common stock. This figure reflects her position after exercising 1,381 Stock Units and returning 511 shares to the issuer.

What does the exercise of 1,381 Stock Units mean for Valero Energy (VLO) director holdings?

Exercising 1,381 Stock Units converted those units into an equal number of Valero common shares for Deborah P. Majoras. The units were received under a Stock Unit Award Agreement, highlighting compensation-related equity rather than open-market purchases.

Were there any remaining derivative Stock Units for Valero Energy (VLO) after this Form 4?

The filing’s derivative summary shows no remaining derivative positions after the Stock Units were exercised. This indicates the 1,381 Stock Units were fully converted into Valero common shares as of the reported date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/07/2026 - 04:14 PM EDT

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^*

Majoras Deborah P

(Last)

(First)

(Middle)

P.O. BOX 696000

(Street)

SAN ANTONIO

TEXAS

78269-6000

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
VALERO ENERGY CORP/TX [ VLO ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
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	05/06/2026		M		1,381	A	⁽¹⁾	30,602	D
Common Stock	05/06/2026		D		511	D	$239.26	30,091	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)
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)
Stock Units	⁽¹⁾	05/06/2026		M			1,381	05/06/2026	05/06/2026	Common Stock	1,381	⁽¹⁾	0	D

Explanation of Responses:

1. Shares reporting person received per Stock Unit Award Agreement.

Remarks:

	/s/ Ethan A. Jones as Attorney-in-Fact for Deborah P. Majoras	05/07/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR