SEC Form 4 · accession 0001209191-18-018246
HESS CORP · HES
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John B Hess
Officer — Chief Executive Officer · Director · 10% Owner
Period of report
Mar 6, 2018
Accepted (ET)
Mar 8, 2018 · 6:24 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000004447
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $1.00 par value | Mar 6, 2018 | S | 25,507 | $48.66 | D | 1,813,548 | D | |
| Common Stock, $1.00 par value | Mar 6, 2018 | S | 25,507 | $48.60 | D | 1,788,041 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2018 Performance Share UnitF2,F3 | $0.00 | Mar 6, 2018 | A | 75,440 | A | — | — | Common Stock, $1.00 par value | 150,880 | 75,440 | D |
| Option to purchase Common Stock | $48.48 | Mar 6, 2018 | A | 73,046 | A | Mar 6, 2019 | Mar 6, 2028 | Common Stock, $1.00 par value | 73,046 | 73,046 | D |
| Option to purchase Common Stock | $48.48 | Mar 6, 2018 | A | 73,046 | A | Mar 6, 2020 | Mar 6, 2028 | Common Stock, $1.00 par value | 73,046 | 73,046 | D |
| Option to purchase Common Stock | $48.48 | Mar 6, 2018 | A | 73,046 | A | Mar 6, 2021 | Mar 6, 2028 | Common Stock, $1.00 par value | 73,046 | 73,046 | D |
Explanation of responses
- F1Includes 13,116 shares sold solely to satisfy tax withholding on vesting of shares of restricted stock.
- F2Each 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, 2020, as more particularly described in the applicable award agreement.
- F3Not applicable.