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Chevron 8-K Report, Corporate Update (Feb 26, 2025)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed February 26, 2025
Period End
February 26, 2025
Security
CVX
In the record · 2016–202610-K1110-Q338-K143

CVX filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 143 current reports (8-K) between 2016 and 2026.

  1. Impairment8-K · Dec ’19Dec ’19
  2. Leadership change8-K · Jan ’23Jan ’23
  3. Leadership change8-K · Oct ’26Oct ’26

01—Abstract

Summary

Summary of the 8-K filed February 26, 2025. Cited figures are marked; the original filing is the authoritative source.

Chevron Corporation, through its indirect wholly-owned subsidiary Chevron U.S.A.

Inc. (CUSA), has completed a significant debt offering totaling approximately $5.75 billiona. This issuance comprises a mix of fixed-rate and floating-rate notes with maturities ranging from 2027 to 2035. The fixed-rate notes offer coupon rates between 4.405% and 4.980%, while the floating-rate notes are tied to Compounded SOFR plus a spread.

Chevron Corporation is providing an unsecured and unsubordinated guarantee for these notes, ranking them equally with other senior unsecured indebtedness of the corporation. This debt issuance represents a strategic move by Chevron to secure long-term funding. The diversification in note types (fixed and floating) and maturity profiles suggests a proactive approach to managing its capital structure and potential interest rate exposures.

Investors should note that while the corporation's guarantee is unconditional, the notes are structurally subordinated to any indebtedness of CUSA. The details of the offering, including specific terms and conditions, are further elaborated in the accompanying prospectus supplements and underwriting agreements filed with the SEC.

02—Key points

Key Highlights

  1. Chevron U.S.A. Inc. issued $5.75 billion in aggregate principal amount of notes across multiple series.
  2. The debt offering includes both fixed-rate notes (maturities 2027-2035 with rates from 4.405% to 4.980%) and floating-rate notes (maturities 2027-2028 tied to SOFR).
  3. Chevron Corporation is the guarantor for the entire note issuance, providing an unsecured and unsubordinated guarantee.
  4. The notes rank equally with other existing and future unsecured and unsubordinated indebtedness of Chevron Corporation.
  5. The issuance was facilitated by an Underwriting Agreement with Barclays Capital Inc., BofA Securities, Inc., and J.P. Morgan Securities LLC.
  6. The company has filed various prospectus supplements and related documents with the SEC detailing the offering terms.
  7. The notes are structurally subordinated to any indebtedness of Chevron U.S.A. Inc. itself.

03—Questions

Frequently Asked Questions

  1. What is the total amount of debt issued by Chevron?

    Chevron U.S.A. Inc. issued a total of $5.75 billion in aggregate principal amount of notes.

  2. What is the maturity and interest rate for the new notes?

    The notes have various maturities ranging from 2027 to 2035. Fixed-rate notes have coupons between 4.405% and 4.980%. Floating-rate notes are tied to Compounded SOFR plus a spread of 0.36% for the 2027 notes and 0.47% for the 2028 notes.

  3. Who is guaranteeing this debt issuance?

    Chevron Corporation is providing a full and unconditional guarantee for the notes. This guarantee is unsecured and unsubordinated, ranking equally with the corporation's other senior unsecured indebtedness.

  4. How do these new notes rank in terms of seniority?

    The notes are unsecured and unsubordinated obligations of Chevron Corporation (due to the guarantee). However, they are structurally subordinated to any indebtedness of Chevron U.S.A. Inc., the direct issuer.

04—Continue

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