8-KThe WireRoutine
Reg FD Disclosure · Company Update
Filed Jul 18, 2025 · 11mo ago · Accession 0000950142-25-001949
Plain English
Material event — a significant development the company must disclose promptly.
Read the source below for the full document.
Filing text
View original ↗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 18, 2025
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.)
1400
Smith Street
Houston , TX
77002
(Address of Principal Executive Offices)
(Zip Code)
( 832 ) 854-1000
Registrant’s telephone number, including area code
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 7.01 Regulation FD Disclosure.
On July 18,
2025, Chevron Corporation (“Chevron”) issued a news release announcing the completion of the previously announced
acquisition of Hess Corporation (“Hess”). A copy of the news release is filed as Exhibit 99.1 to this report and is incorporated herein by
reference. The information in Item 7.01 of this report (including Exhibit 99.1) is being furnished pursuant to Item 7.01 and shall
not be deemed to be “filed” for purposes of Section 18 of Securities Exchange Act of 1984, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing
under the Securities Act of 1933, as amended, or the Exchange Act.
Item 8.01 Other Events.
On July 18, 2025, Chevron completed the previously announced Merger
(as defined below) contemplated by the Agreement and Plan of Merger, dated as of October 22, 2023 (the “Merger
Agreement”), by and among Hess, Chevron and Yankee Merger Sub Inc., a Delaware corporation and a direct, wholly owned
subsidiary of Chevron (“Merger Subsidiary”). At the effective time of the Merger on July 18, 2025, in accordance with
the Merger Agreement, Merger Subsidiary merged with and into Hess (the “Merger”), with Hess continuing as the surviving
corporation and a direct, wholly owned subsidiary of Chevron.
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number
Description
99.1
News release issued by Chevron Corporation, dated July 18, 2025.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
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: July 18, 2025
CHEVRON CORPORATION
By:
/s/
Christine L. Cavallo
Name:
Christine L. Cavallo
Title:
Assistant Secretary
Filing details
- Company
- CHEVRON CORP
- Ticker
- CVX
- CIK
- 93410
- Form type
- 8-K
- Filing date
- Jul 18, 2025
- Report date
- Jul 18, 2025
- Document
- eh250652625_8k.htm
- Size
- 227 KB