8-KLeadership ChangesExhibits & Filings

CHEVRON CORP 8-K Report, Executive Changes (Feb 1, 2018)

Filed February 1, 2018For Securities:CVX

Summary

Chevron Corporation (CVX) announced a change to its Board of Directors in an 8-K filing dated February 1, 2018. Jim Umpleby was elected to the Board, effective March 1, 2018. Mr. Umpleby will also serve on the Board Nominating and Governance Committee and the Management Compensation Committee. This appointment brings new leadership and committee participation to the Board. In conjunction with his appointment, Mr. Umpleby will receive a prorated grant of restricted stock units valued at $225,000 and a prorated annual cash retainer of $150,000. The equity award and cash retainer will be adjusted based on the number of days remaining in the current compensation cycle. These compensation details are standard for non-employee directors and reflect the company's compensation practices.

Key Highlights

  • 1Jim Umpleby elected to Chevron's Board of Directors, effective March 1, 2018.
  • 2Mr. Umpleby will serve on the Board Nominating and Governance Committee.
  • 3Mr. Umpleby will also serve on the Management Compensation Committee.
  • 4Non-employee director compensation includes a prorated restricted stock unit award with a target value of $225,000.
  • 5Non-employee director compensation includes a prorated annual cash retainer of $150,000.
  • 6Compensation awards are prorated based on the remaining days in the annual compensation cycle.
  • 7A press release regarding Mr. Umpleby's election is attached as an exhibit.

Frequently Asked Questions

Jim Umpleby has been elected to the Board of Directors of Chevron Corporation, effective March 1, 2018. His election signifies an addition to the Board's composition, and he will be involved in key committees.

Mr. Umpleby will receive compensation typical for non-employee directors. This includes a prorated grant of restricted stock units with a value of $225,000 and a prorated annual cash retainer of $150,000. Both will be adjusted based on his start date within the current compensation cycle.

Mr. Umpleby will serve on the Board Nominating and Governance Committee and the Management Compensation Committee.

This 8-K filing primarily focuses on the directorial change and associated compensation. The primary financial information related to this event is the value and prorated nature of the restricted stock units and cash retainer for Mr. Umpleby. No other significant financial statements or updates are included in this specific filing beyond the announcement of the director appointment and compensation.