Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 31, 2024

Chevron Corporation

(Exact name of registrant as specified in its charter)

Delaware

001-00368

94-0890210

(State or other jurisdiction
of incorporation )

(Commission File Number)

(I.R.S. Employer
Identification No.)

5001 Executive Parkway, Suite 200

San Ramon,

94583

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (925) 842-1000


			N/A
			(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common stock, par value $.75 per share

CVX

New York Stock Exchange


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company			☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.			☐


Item 5.02			Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On August 2, 2024, Chevron Corporation (the “Company”) announced that A. Nigel Hearne will resign from his position as Executive Vice President, Oil, Products & Gas effective October 1, 2024, and retire from the Company on or about February 14, 2025. To support a smooth transition of his responsibilities, on October 1, 2024, Mr. Hearne will assume the role of Executive Vice President, Senior Advisor, a position that he will hold until his retirement from the Company. Mark A. Nelson, the Company’s Vice Chairman, will also assume the position of Executive Vice President, Oil, Products & Gas, effective October 1, 2024.


Item 7.01			Regulation FD.

On August 2, 2024, the Company announced the relocation of the Company’s corporate headquarters from San Ramon, California, to Houston, Texas, which will be effective January 1, 2025, and senior leadership changes.

The news release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information included herein and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.


Item 9.01			Financial Statements and Exhibits.

(d) Exhibits.


Exhibit Number						Description
99.1						News Release issued by Chevron Corporation, dated August 2, 2024.
104						Cover Page Interactive Data File, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: August 2, 2024


			CHEVRON CORPORATION
			By:			/s/ Christine L. Cavallo
						Christine L. Cavallo
						Assistant Secretary

EXHIBIT 99.1

news release

Chevron Announces Headquarters Relocation and Senior Leadership Changes

San Ramon, Calif., August 2, 2024 – Chevron Corporation (NYSE:CVX) today announced the relocation of the company’s headquarters from San Ramon, California, to Houston, Texas, and senior leadership changes.

Headquarters Relocation

The company’s headquarters will move from San Ramon, California, to Houston, Texas. Chevron Chairman and CEO, Mike Wirth, and Vice Chairman, Mark Nelson, will move to Houston before the end of 2024 to co-locate with other senior leaders and enable better collaboration and engagement with executives, employees, and business partners.

There will be minimal immediate relocation impacts to other employees currently based in San Ramon. The company expects all corporate functions to migrate to Houston over the next five years. Positions in support of the company’s California operations will remain in San Ramon.

Chevron currently has roughly 7,000 employees in the Houston area and approximately 2,000 employees in San Ramon. The company operates crude oil fields, technical facilities, and two refineries and supplies more than 1,800 retail stations in California.

Leadership Announcements

The company also announced the following leadership changes:

Nigel Hearne, executive vice president, Oil, Products & Gas, will retire from Chevron after 35 years of service to the company. Since 2022, Hearne has led the consolidation of Chevron’s Upstream, Midstream and Downstream businesses, ensuring a more integrated approach to value chains, asset class excellence and operational excellence.

“Nigel’s contributions across the business and around the world have made Chevron a stronger company,” said Mike Wirth, Chevron’s chairman and chief executive officer.

“He’s been an inspiring leader and mentor to many, and his accomplishments position our company for even more success in the future.”

Mark Nelson, Chevron’s vice chairman, will take responsibility for Oil, Products & Gas, effective October 1, 2024.

Rhonda Morris, vice president and chief human resources officer, will retire after 31 years of service to the company. Since 2016, Morris has been responsible for shaping and driving Chevron’s people and culture strategy, including leadership succession, learning and talent, diversity and inclusion, workforce planning and total rewards.

“Rhonda has been a tireless advocate for our people, helping ensure our employees work in an inclusive environment where they can learn, develop and have rewarding careers,” said Wirth.

Michelle Green, vice president, Human Resources, Oil, Products & Gas, will succeed Morris as vice president and chief human resources officer, effective January 1, 2025.

Colin Parfitt, vice president, Midstream, will retire after 29 years of service to the company. Since 2019, Parfitt has been responsible for the company’s shipping, pipeline, power and energy management and supply and trading operating units.

“Colin has made an important impact on Chevron’s commercial capabilities,” said Wirth. “Under his leadership, our Midstream organization has created value by connecting and better integrating value chains around the world.”

The company appointed Andy Walz, currently president, America’s Products, to president, Downstream, Midstream & Chemicals, effective October 1, 2024. In this role, Walz will be responsible for directing the company’s worldwide manufacturing, marketing, lubricants, chemicals and additives businesses along with Chevron’s shipping, pipeline, power, and trading units.

Chevron is one of the world’s leading integrated energy companies. We believe affordable, reliable and ever-cleaner energy is essential to enabling human progress. Chevron produces crude oil and natural gas; manufactures transportation fuels, lubricants, petrochemicals and additives; and develops technologies that enhance our business and the industry. We aim to grow our oil and gas business, lower the carbon intensity of our operations and grow lower carbon businesses in renewable fuels, carbon capture and offsets, hydrogen and other emerging technologies. More information about Chevron is available at www.chevron.com.

# # #

Contact: Randy Stuart -- +1 713-283-8609

Cover Page	Jul. 31, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jul. 31, 2024
Entity Registrant Name	Chevron Corporation
Entity Incorporation, State or Country Code	DE
Entity File Number	001-00368
Entity Tax Identification Number	94-0890210
Entity Address, Address Line One	5001 Executive Parkway, Suite 200
Entity Address, City or Town	San Ramon,
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94583
City Area Code	925
Local Phone Number	842-1000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $.75 per share
Trading Symbol	CVX
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0000093410
Amendment Flag	false