John P. Rielly - 18 Jul 2025 Form 4 Insider Report for HESS CORP (HES)

Reporting relationship: EVP and CFO
Issuer ticker: HES
Reported as of: 18 Jul 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 18 Jul 2025, 16:27:07 UTC
Prior SEC filing: 10 Mar 2025
Source filing: View source filing
Reporting owner signature: Barry Schachter for John P. Rielly

Key filing fact

John P. Rielly filed Form 4 for HESS CORP (HES) on 18 Jul 2025.

Key facts

This page summarizes John P. Rielly's Form 4 filing for HESS CORP (HES).
15 reported transactions and 13 derivative rows are listed below.
Accepted by SEC: 18 Jul 2025, 16:27.

Change

Previous filing in this sequence was filed on 10 Mar 2025.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001191129 Primary reporting owner

RIELLY JOHN P

Relationship: EVP and CFO
Address: HESS CORPORATION, 1185 AVENUE OF THE AMERICAS, NEW YORK
Signature: Barry Schachter for John P. Rielly
Signature date: 18 Jul 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

HES transaction

Common Stock, $1.00 par value

Disposed to Issuer

Transaction value
Shares: -365,637
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: Direct
Footnotes: F1, F2

HES transaction

Common Stock, $1.00 par value

Disposed to Issuer

Transaction value
Shares: -5,059
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: by 401 (k)
Footnotes: F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

HES transaction Derivative

2023 Performance Share Unit

Disposed to Issuer

Transaction value
Shares: -10,067
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: Direct
Underlying class: Common Stock, $1.00 par value
Underlying amount: 21,141
Exercise price: $0.000000
Footnotes: F3

HES transaction Derivative

Option to purchase Common Stock

Disposed to Issuer

Transaction value
Shares: -3,152
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: Direct
Underlying class: Common Stock, $1.00 par value
Underlying amount: 3,152
Exercise price: $141.55
Footnotes: F4

HES transaction Derivative

Option to purchase Common Stock

Disposed to Issuer

Transaction value
Shares: -3,152
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: Direct
Underlying class: Common Stock, $1.00 par value
Underlying amount: 3,152
Exercise price: $141.55
Footnotes: F4

HES transaction Derivative

Option to purchase Common Stock

Disposed to Issuer

Transaction value
Shares: -3,152
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: Direct
Underlying class: Common Stock, $1.00 par value
Underlying amount: 3,152
Exercise price: $141.55
Footnotes: F4

HES transaction Derivative

Option to purchase Common Stock

Disposed to Issuer

Transaction value
Shares: -4,387
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: Direct
Underlying class: Common Stock, $1.00 par value
Underlying amount: 4,387
Exercise price: $101.17
Footnotes: F4

HES transaction Derivative

Option to purchase Common Stock

Disposed to Issuer

Transaction value
Shares: -4,387
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: Direct
Underlying class: Common Stock, $1.00 par value
Underlying amount: 4,387
Exercise price: $101.17
Footnotes: F4

HES transaction Derivative

Option to purchase Common Stock

Disposed to Issuer

Transaction value
Shares: -4,387
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: Direct
Underlying class: Common Stock, $1.00 par value
Underlying amount: 4,387
Exercise price: $101.17
Footnotes: F4

HES transaction Derivative

Option to purchase Common Stock

Disposed to Issuer

Transaction value
Shares: -4,945
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: Direct
Underlying class: Common Stock, $1.00 par value
Underlying amount: 4,945
Exercise price: $75.04
Footnotes: F4

HES transaction Derivative

Option to purchase Common Stock

Disposed to Issuer

Transaction value
Shares: -4,945
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: Direct
Underlying class: Common Stock, $1.00 par value
Underlying amount: 4,945
Exercise price: $75.04
Footnotes: F4

HES transaction Derivative

Option to purchase Common Stock

Disposed to Issuer

Transaction value
Shares: -4,945
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: Direct
Underlying class: Common Stock, $1.00 par value
Underlying amount: 4,945
Exercise price: $75.04
Footnotes: F4

HES transaction Derivative

Option to purchase Common Stock

Disposed to Issuer

Transaction value
Shares: -10,256
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: Direct
Underlying class: Common Stock, $1.00 par value
Underlying amount: 10,256
Exercise price: $49.72
Footnotes: F4

HES transaction Derivative

Option to purchase Common Stock

Disposed to Issuer

Transaction value
Shares: -10,257
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: Direct
Underlying class: Common Stock, $1.00 par value
Underlying amount: 10,257
Exercise price: $49.72
Footnotes: F4

HES transaction Derivative

Option to purchase Common Stock

Disposed to Issuer

Transaction value
Shares: -7,375
Change %: -100%
Price
Shares after: 0
Date: 18 Jul 2025
Ownership: Direct
Underlying class: Common Stock, $1.00 par value
Underlying amount: 7,375
Exercise price: $56.74
Footnotes: F4

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

John P. Rielly is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 4 footnotes

Footnote F1

This amount includes 39,189 shares held in escrow pursuant to the Corporation's Long-Term Incentive Plans.

Footnote F2

Pursuant to the Agreement and Plan of Merger, dated October 22, 2023 (as amended, the "merger agreement"), by and among Hess, Yankee Merger Sub Inc. ("Merger Sub") and Chevron Corporation ("Chevron"), at the effective time of the merger of Merger Sub with and into Hess on the closing date (the "Effective Time"), each outstanding share of common stock of Hess (except as otherwise specified in the merger agreement) was converted into the right to receive 1.025 (the "exchange ratio") shares of common stock of Chevron.

Footnote F3

Pursuant to the merger agreement, at the Effective Time, each then outstanding Performance Share Unit (PSU) award was deemed to be earned at the maximum level and converted into a restricted cash award in an amount per share under such PSU award equal to the average closing trading price of a share of Chevron common stock for the 20 business days ending on and including the second to last business day prior to the Effective Time multiplied by the exchange ratio, and in each case subject to the same terms and conditions as applied to such awards immediately prior to the Effective Time (other than the performance conditions).

Footnote F4

Pursuant to the merger agreement, at the Effective Time each then outstanding Hess stock option was converted into a corresponding Chevron stock option based on the exchange ratio, subject to the same terms and conditions applicable to such award immediately prior to the Effective Time.