John B. Hess - Jul 18, 2025 Form 4 Insider Report for HESS CORP (HES)

Signature
Barry Schachter for John B. Hess
Stock symbol
HES
Transactions as of
Jul 18, 2025
Transactions value $
$0
Form type
4
Date filed
7/18/2025, 04:24 PM
Previous filing
Jul 21, 2025
Next filing
Jul 30, 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
HESS JOHN B Chief Executive Officer, Director HESS CORPORATION, 1185 AVENUE OF THE AMERICAS, NEW YORK Barry Schachter for John B. Hess 2025-07-18 0001087997

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HES Common Stock, $1.00 par value Disposed to Issuer -344K -100% 0 Jul 18, 2025 Direct F1, F2
transaction HES Common Stock, $1.00 par value Disposed to Issuer -7.07M -100% 0 Jul 18, 2025 See Note F2, F3
transaction HES Common Stock, $1.00 par value Disposed to Issuer -28.8K -100% 0 Jul 18, 2025 See Note F2, F4
transaction HES Common Stock, $1.00 par value Disposed to Issuer -300K -100% 0 Jul 18, 2025 See Note F2, F5
transaction HES Common Stock $1.00 par value Disposed to Issuer -7.11K -100% 0 Jul 18, 2025 See Note F2, F6
transaction HES Common Stock $1.00 par value Disposed to Issuer -1.73M -100% 0 Jul 18, 2025 See Note F2, F7
transaction HES Common Stock, $1.00 par value Disposed to Issuer -74.4K -100% 0 Jul 18, 2025 by 401 (k) F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction HES 2023 Performance Share Unit Disposed to Issuer -38.6K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 81K $0.00 Direct F8
transaction HES Option to purchase Common Stock Disposed to Issuer -24.2K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 24.2K $141.55 Direct F9
transaction HES Option to purchase Common Stock Disposed to Issuer -24.2K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 24.2K $141.55 Direct F9
transaction HES Option to purchase Common Stock Disposed to Issuer -24.2K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 24.2K $141.55 Direct F9
transaction HES Option to purchase Common Stock Disposed to Issuer -33.7K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 33.7K $101.17 Direct F9
transaction HES Option to purchase Common Stock Disposed to Issuer -33.7K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 33.7K $101.17 Direct F9
transaction HES Option to purchase Common Stock Disposed to Issuer -33.7K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 33.7K $101.17 Direct F9
transaction HES Option to purchase Common Stock Disposed to Issuer -38.2K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 38.2K $75.04 Direct F9
transaction HES Option to purchase Common Stock Disposed to Issuer -38.2K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 38.2K $75.04 Direct F9
transaction HES Option to purchase Common Stock Disposed to Issuer -38.2K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 38.2K $75.04 Direct F9
transaction HES Option to purchase Common Stock Disposed to Issuer -79.3K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 79.3K $49.72 Direct F9
transaction HES Option to purchase Common Stock Disposed to Issuer -79.3K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 79.3K $49.72 Direct F9
transaction HES Option to purchase Common Stock Disposed to Issuer -79.3K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 79.3K $49.72 Direct F9
transaction HES Option to purchase Common Stock Disposed to Issuer -55.3K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 55.3K $56.74 Direct F9
transaction HES Option to purchase Common Stock Disposed to Issuer -55.3K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 55.3K $56.74 Direct F9
transaction HES Option to purchase Common Stock Disposed to Issuer -55.3K -100% 0 Jul 18, 2025 Common Stock, $1.00 par value 55.3K $56.74 Direct F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

John B. Hess is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 This amount includes 144,747 shares held in escrow pursuant to the Corporation's Long Term Incentive Plans.
F2 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.
F3 Held by a previously reported limited partnership. The reporting person is on the management committee of the general partner of this limited partnership.
F4 Held by a previously reported family LLC controlled by the reporting person.
F5 Held by a previously reported limited liability company, for which the reporting person serves as investment manager.
F6 Held by a previously reported trust established for the benefit of the reporting person.
F7 Held by a previously reported trust established for the benefit of the reporting person.
F8 Pursuant to the merger agreement, at the Effective Time, each then outstanding Performance Share Unit (PSU) award was deemed to be earned at the maximum level and converted into a restricted cash award in an amount per share under such PSU award equal to the average closing trading price of a share of Chevron common stock for the 20 business days ending on and including the second to last business day prior to the Effective Time multiplied by the exchange ratio, and in each case subject to the same terms and conditions as applied to such awards immediately prior to the Effective Time (other than the performance conditions).
F9 Pursuant to the merger agreement, at the Effective Time each then outstanding Hess stock option was converted into a corresponding Chevron stock option based on the exchange ratio, subject to the same terms and conditions applicable to such award immediately prior to the Effective Time.