SEC FORM 4/A 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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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*
Pate R. Hewitt

(Last) (First) (Middle)
1400 SMITH STREET

(Street)
HOUSTON TX 77002

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CHEVRON CORP [ CVX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP and General Counsel
3. Date of Earliest Transaction (Month/Day/Year)
02/06/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
02/08/2024
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Rule 10b5-1(c) Transaction Indication

  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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
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
Non-Qualified Stock Option (Right to Buy)(1) $152.35 02/06/2024 A 28,200 (2) 02/06/2034 Common Stock 28,200 $0 28,200 D
Restricted Stock Units $0(3) 02/06/2024 A 7,030 (3) (3) Common Stock 7,030 $0 7,030 D
Restricted Stock Units(4) $0(5) (4) (4) Common Stock 4,088(4) 4,088(4) D
Explanation of Responses:
1. This amendment is a refiling of the original Form 4 filed on February 8, 2024, solely for the purpose of correcting the reporting person's address. There are no other changes to the original Form 4.
2. One-third of the shares subject to the option vest on February 10, 2025, February 10, 2026 and February 10, 2027, respectively.
3. Restricted stock units granted under the Chevron Corporation 2022 Long-Term Incentive Plan. Each restricted stock unit is the economic equivalent of one share of Chevron Corporation common stock. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units. One-third of the shares subject to this award vest on February 10, 2025, February 10, 2026 and February 10, 2027, respectively, and will settle in shares of Chevron common stock on the date of vesting. Shares issued upon vesting are subject to a two-year post-vesting holding period, which is removed upon termination of employment.
4. The reporting person previously reported the grant of 5,900 restricted stock units in Table I of a Form 4 filed on January 27, 2023. The initial award provided that one-third of the restricted stock units would vest on each of January 31, 2024, January 31, 2025 and January 31, 2026. The vesting of one-third of the award, together with 77 additional restricted stock units accrued as dividend equivalents, was reported on a Form 4 filed on February 2, 2024. The remaining restricted stock units, including 154 dividend equivalents, are now being reported in Table II. Shares issued upon vesting are subject to a two-year post-vesting holding period, which is removed upon termination of employment.
5. Each restricted stock unit is the economic equivalent of one share of Chevron Corporation common stock.
/s/ Christine L. Cavallo, Attorney-in-Fact for R. Hewitt Pate 03/06/2024
** 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).
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