John B. Hess - Jan 31, 2023 Form 4 Insider Report for HESS CORP (HES)

Signature
Barry Schachter for John B. Hess
Stock symbol
HES
Transactions as of
Jan 31, 2023
Transactions value $
-$46,402,360
Form type
4
Date filed
2/2/2023, 06:04 PM
Previous filing
Oct 21, 2022
Next filing
Mar 8, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HES Common Stock, $1.00 par value Options Exercise $0 +110K +91.14% $0.00 230K Jan 31, 2023 Direct F1, F2
transaction HES Common Stock, $1.00 par value Sale -$15.9M -110K -10.87% $144.81 899K Feb 1, 2023 See Note 3 F3
transaction HES Common Stock, $1.00 par value Sale -$15.3M -110K -47.68% $139.29 120K Feb 2, 2023 Direct F4, F5
transaction HES Common Stock, $1.00 par value Sale -$15.3M -110K -12.2% $139.09 789K Feb 2, 2023 See Note 3 F3, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction HES 2020 Performance Share Unit Options Exercise $0 -87.7K -100% $0.00* 0 Jan 31, 2023 Common Stock, $1.00 par value 110K $0.00 Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares of Hess Corporation common stock earned upon vesting of Performance Share Units granted on March 6, 2020, based on the relative performance of total shareholder return of Hess common stock compared with that of its peers over the three-year performance period ending December 31, 2022.
F2 This amount includes 55,429 shares that were distributed from a previously reported grantor retained annuity trust established for the benefit of the reporting person and his children.
F3 Held by a limited liability company, for which the reporting person serves as investment manager. These shares were previously reported as held directly by a trust for the benefit of the reporting person. The trust is the sole member of the limited liability company.
F4 The sale of shares set forth herein are made in connection with a selling plan dated December 19, 2022 that is intended to comply with Rule 10b5-1(c).
F5 Includes 59,555 shares sold solely to satisfy tax withholding on vesting of shares of Hess Corporation common stock earned from Performance Share Units.
F6 Each Performance Share Unit entitles the holder to a payout of shares of Hess common stock equal to between 0% and 200% of such Performance Share Unit depending on the relative performance of the total shareholder return of Hess common stock compared with that of its peers over a three year performance period ending December 31, 2022, as more particularly described in the applicable award agreement.