CVX · Chevron Corporation

Summary

On March 25, 2026, Chevron Corporation's Board approved and adopted amended and restated By-Laws, effective the same date, specifying that non-employee Directors elect the Chairman annually, the Lead Director when applicable, and may elect a Vice Chairman. The change accommodates non-independent non-employee Director John Hess following the Hess Corporation acquisition, enabling his full Board participation while complying with NYSE requirements.

Key takeaways

• Board approved amended By-Laws effective March 25, 2026.
• Non-employee Directors elect Chairman each year (Article I, Section 3).
• Non-employee Directors elect Lead Director when applicable and may elect Vice Chairman (Article I, Section 4).
• John Hess is non-employee Director but not NYSE independent due to Hess acquisition transactions.
• Amendments permit Mr. Hess full fiduciary participation in Board activities.