03/04/2026 | Press release | Distributed by Public on 03/04/2026 16:57
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Opco Class B Units | (3) | 03/04/2026 | D | 455,811 | (3) | (3) | Class A Shares | 455,811 | $39.49 | 77,827,485 | I | See footnote(2) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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CHEVRON CORP 1400 SMITH STREET HOUSTON, TX 77002 |
X | X | ||
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HESS CORP 1400 SMITH STREET HOUSTON, TX 77002 |
X | X | ||
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Hess Investments North Dakota LLC 1400 SMITH STREET HOUSTON, TX 77002 |
X | X | ||
| Hess Investments North Dakota LLC, By: /s/ Kari H. Endries, Assistant Secretary | 03/04/2026 | |
| **Signature of Reporting Person | Date | |
| Hess Corporation, By: /s/ Kari H. Endries, Vice President and Assistant Secretary | 03/04/2026 | |
| **Signature of Reporting Person | Date | |
| Chevron Corporation, By: /s/ Jessica G. Cauley, Assistant Secretary | 03/04/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(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). |
| (1) | Reflects the cancellation for no consideration of 455,811 Class B Shares in connection with Hess Midstream Operations LP's repurchase of 455,811 Opco Class B Units from Hess Investments North Dakota LLC ("HINDL") and the subsequent cancellation of such Opco Class B Units. |
| (2) | Represents securities held by HINDL. HINDL is a direct, wholly owned subsidiary of Hess Corporation ("Hess"), which is a direct, wholly owned subsidiary of Chevron Corporation ("Chevron"). As a result, Chevron and Hess may be deemed to beneficially own the securities held of record by HINDL. Chevron and Hess disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. |
| (3) | The Opco Class B Units may be converted at any time into Class A Shares on a one-to-one basis and have no expiration date. |