Chevron : Initial filing by director officer or owner of more than ten percent.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF

SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

Exercise

Non-Qualified Stock Option (Right to Buy)

• 01/25/2022Common Stock

  15,000

  107.73

  D

  Non-Qualified Stock Option (Right to Buy)

• 01/30/2023Common Stock

  15,500

  116.45

  D

  Non-Qualified Stock Option (Right to Buy)

• 01/29/2024Common Stock

  18,000

  116

  D

  Non-Qualified Stock Option (Right to Buy)

• 01/28/2025Common Stock

  47,700

  103.71

  D

  Non-Qualified Stock Option (Right to Buy)

• 01/27/2026Common Stock

  69,700

  83.29

  D

  Non-Qualified Stock Option (Right to Buy)

• 01/25/2027Common Stock

  18,100

  117.24

  D

  Non-Qualified Stock Option (Right to Buy)

• 01/31/2028Common Stock

  15,400

  125.35

  D

  Non-Qualified Stock Option (Right to Buy)

  Phantom Stock Units

  (11)

• 01/30/2029Common Stock

18,200

113.01

D

(11)

Common Stock

1,252

(11)

IExcess Benefit Plan

Restricted Stock Units

(12)

(12)

Common Stock

4,077

(12)

D

Restricted Stock Units

(13)

(13)

Common Stock

2,509

(13)

D

Restricted Stock Units

(14)

(14)

Common Stock

2,315

(14)

D

Restricted Stock Units

(15)

(15)

Common Stock

4,080

(15)

D

Restricted Stock Units

(16)

(16)

Common Stock

2,550

(16)

D

Explanation of Responses:

• 1. This number represents the reporting person's shares of Chevron Corporation common stock under the Chevron Corporation Employee Savings and Investment Plan, a 401 (k) plan.

• 2. This number represents the reporting person's shares of Chevron Corporation common stock under the Chevron Heritage Nominee Service, a UK benefits plan.

• 3. Option granted 1/25/2012. One-third of the shares subject to the option vested on each of the first, second and third anniversaries of the date of grant.

• 4. Option granted 1/30/2013. One-third of the shares subject to the option vested on each of the first, second and third anniversaries of the date of grant.

• 5. Option granted 1/29/2014. One-third of the shares subject to the option vested on each of the first, second and third anniversaries of the date of grant.

• 6. Option granted 1/28/2015. One-third of the shares subject to the option vested on each of the first, second and third anniversaries of the date of grant.

• 7. Option granted 1/27/2016. One-third of the shares subject to the option vested on each of the first, second and third anniversaries of the date of grant.

• 8. Option granted 1/25/2017. One-third of the shares subject to the option vested on January 31, 2018, and one-third of the shares vested on January 31, 2019. The balance of the shares vests on January 31,

2020

9. Option granted 1/31/2018. One-third of the shares subject to the option vested on January 31, 2019, and one-third of the shares subject to the option will vest on January 31, 2020 and January 31, 2021, respectively.

• 10. Option granted 1/30/2019. One-third of the shares subject to the option vest on January 31, 2020, January 31, 2021 and January 31, 2022, respectively.

• 11. Each phantom stock unit is the economic equivalent of one share of Chevron Corporation common stock. The phantom stock units, which are issued under the Chevron ESIP-RP, are payable in cash upon the reporting person's retirement or other termination of service.

12. Restricted stock units granted on 1/25/2017 under the Chevron Corporation Long-Term Incentive Plan. Each restricted stock unit is the economic equivalent of one share of Chevron Corporation common stock. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units and are payable in cash upon vesting on January 31, 2020.

13. Restricted stock units granted on 1/25/2017 under the Chevron Corporation Long-Term Incentive Plan. Each restricted stock unit is the economic equivalent of one share of Chevron Corporation common stock. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units and are payable in cash upon vesting on January 31, 2022.

14. Restricted stock units granted on 1/31/2018 under the Chevron Corporation Long-Term Incentive Plan. Each restricted stock unit is the economic equivalent of one share of Chevron Corporation common stock. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units and are payable in cash upon vesting on January 31, 2023.

15. Restricted stock units granted on 1/30/2019 under the Chevron Corporation Long-Term Incentive Plan. Each restricted stock unit is the economic equivalent of one share of Chevron Corporation common stock. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units and are payable in cash upon vesting on January 31, 2022.

16. Restricted stock units granted on 1/30/2019 under the Chevron Corporation Long-Term Incentive Plan. Each restricted stock unit is the economic equivalent of one share of Chevron Corporation common stock. Restricted stock units accrue dividend equivalents in the form of additional restricted stock units and are payable in cash upon vesting on January 31, 2024.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney.

/s/ Christine L. Cavallo, Attorney-in-Fact for Colin E. Parfitt

03/08/2019

** Signature of Reporting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

EXHIBIT 24 POWER OF ATTORNEY

The undersigned hereby constitutes and appoints each of

MARY A. FRANCIS, CHRISTOPHER A. BUTNER, CHRISTINE L. CAVALLO, and KARI H. ENDRIES, signing singly, the undersigned's true and lawful attorney-in-fact to:

1. Execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Chevron Corporation, a Delaware corporation (the "Corporation"), a Form ID and Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules thereunder;

2. Do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form ID and Form 3, 4 or 5 and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

3. Take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Corporation assuming, any of the undersigned's responsibilities to comply with Section 16 of the

Exchange Act.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file a Form ID and Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Corporation, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand this 19th day of February, 2019.

/s/ COLIN E. PARFITT