Valero Energy SVP & CFO Harminder S. Bhullar reported equity compensation changes and related tax-withholding transactions. On February 25, 2026, he received an award of 7,050 performance shares, which vest annually in one-third increments beginning in January 2027 with a payout range from zero to 200 percent, payable in common stock. He was also granted 7,050 shares of common stock as restricted stock subject to time vesting. On February 26, 2026, a total of two tax-withholding dispositions of common stock at $201.435 per share were reported, reflecting shares withheld to satisfy tax obligations on vesting of previous restricted stock awards rather than open-market sales. Following these transactions, he continued to hold directly owned common shares.
Valero Energy senior vice president Eric A. Fisher reported equity compensation changes involving both awards and a related tax share disposal. He received a grant of 5,990 performance shares, which vest annually in one-third increments beginning in 2027 and can pay out from zero to 200 percent in common stock based on performance. He also received an award of 5,990 shares of restricted common stock subject to time-based vesting. To satisfy tax obligations, 2,358 shares of common stock were disposed of at $198.025 per share through share withholding rather than an open-market sale. After these transactions, he directly held 50,553 common shares, not including 1,083.877 shares indirectly held in a thrift plan.
Valero Energy EVP & COO Gary K. Simmons reported equity awards and related tax withholding transactions. On February 25, 2026 he received 13,320 performance shares, which vest in one-third increments annually beginning in 2027 with payouts between 0% and 200%, and a separate 13,320-share common stock award. To cover tax obligations, 5,242 shares were withheld at $198.025 per share. After these transactions he held 234,367 common shares directly, plus 13,122.018 shares indirectly in a thrift plan.
Valero Energy executive vice president and general counsel Richard Joe Walsh reported equity awards and a related tax withholding transaction. On February 25, 2026, he acquired 8,800 performance shares and 8,800 shares of common stock at $0 per share as grant/award acquisitions.
The common stock grant is described as restricted stock subject to time vesting. The performance shares vest annually in one-third increments beginning in 2027 and can pay out between zero and 200 percent of the awarded amount in common shares. To satisfy tax obligations, 3,463 common shares were disposed of at $198.025 per share through a tax-withholding disposition. After these transactions, Walsh directly owned 100,195 common shares, not including 19,019.259 shares indirectly held in a thrift plan.
Valero Energy CEO and President Riggs R. Lane reported equity awards and a related tax share disposition. On February 25, 2026, he acquired 37,850 performance shares and an award of 37,850 shares of restricted common stock granted at no cash cost.
The restricted stock is subject to time-based vesting. The performance shares vest annually in one-third increments beginning in 2027 and can pay out from zero to 200% in common shares, depending on performance. To cover withholding taxes, 14,894 common shares were disposed of at $198.025 per share, characterized as a tax-withholding disposition rather than an open-market sale.
Valero Energy Corporation describes a large, diversified fuels business focused on both traditional refining and low‑carbon fuels. The company operates 15 petroleum refineries in the U.S., Canada, and the U.K. with combined throughput capacity of about 3.2 million barrels per day as of December 31, 2025.
Valero also owns 12 ethanol plants in the U.S. Midwest with annual ethanol production capacity of roughly 1.7 billion gallons and is the operating partner in Diamond Green Diesel, which has about 1.2 billion gallons per year of renewable diesel and 50 million gallons of renewable naphtha capacity, plus new sustainable aviation fuel capability at Port Arthur.
The company highlights a comprehensive liquid fuels strategy driven by regulations such as the U.S. Renewable Fuel Standard, California’s Low Carbon Fuel Standard, Canadian and U.K. low‑carbon programs, and evolving U.S. tax credits. It reports total low‑carbon investments of $6.0 billion and a global workforce of 9,811 employees.
Valero Energy senior vice president and CFO Harminder S. Bhullar reported two small share disposals to cover tax obligations. On February 22, 423 common shares were used for tax-withholding at about $199.89 per share, followed by 416 shares on February 23 at about $199.98. These transactions are coded as tax-withholding dispositions rather than open-market sales. Bhullar continues to hold 22,558 Valero common shares directly after the latest transaction.
Valero Energy EVP & COO Gary K. Simmons reported a gift of 768 shares of Valero common stock at a stated price of $0 per share. After this transaction, he directly beneficially owned 226,289 shares, not including 13,122.018 shares held indirectly in a thrift plan.
Valero Energy Corporation filed a Form 8-K to furnish a press release announcing its financial and operating results for the fourth quarter ended December 31, 2025. The press release, dated January 29, 2026, is attached as Exhibit 99.01 and incorporated by reference into this report.
The company specifies that this information is being furnished under Item 2.02 of Form 8-K, rather than filed, which affects how it may be incorporated into future Securities Act registration statements unless specifically identified there.
Valero Energy (VLO) executive Gary K. Simmons, EVP & COO, reported multiple equity award settlements and stock transactions dated 01/21/2026. Previously granted performance share awards were settled into common stock in several tranches, resulting in the acquisition of 5,673, 2,165, 10,457 and 9,251 shares of Valero common stock at an exercise price of $0 per share.
On the same date, Simmons disposed of 10,882 shares of common stock at $190.33 per share in a transaction coded "F" and a further 8,330 shares at $190.33 per share in a transaction coded "D." After these transactions, he directly beneficially owned 227,057 shares of Valero common stock, and a footnote states this amount does not include 13,122.018 shares indirectly held in a thrift plan.