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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 26, 2021
Chevron Corporation
(Exact name of registrant as specified in its charter)
Delaware 001-00368 94-0890210
(State or other jurisdiction
of incorporation )
(Commission File Number) (I.R.S. Employer
Identification No.)
6001 Bollinger Canyon Road, San Ramon, CA 94583
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (925) 842-1000
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol Name of each exchange on which registered
Common stock, par value $.75 per share CVX New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 5.07
Submission of Matters to a Vote of Security Holders.
(a) The 2021 Annual Meeting of Stockholders of Chevron Corporation (“Chevron”) was held on Wednesday, May 26, 2021.
(b) Chevron stockholders voted on the matters set forth below, with final voting results indicated. For the election of Directors in an uncontested election, each nominee who received a majority of votes cast (i.e., the number of shares voted for exceeded the number of shares voted against, excluding abstentions) was elected a Director. All other items were approved if the number of shares voted for exceeded the number of shares voted against, excluding abstentions.

(1) All nominees for election to the Chevron Board of Directors (“Board”) were elected, each for a one-year term, based upon the following votes:
Nominee Votes For Votes Against Abstentions Broker Non-Votes
Wanda M. Austin 1,184,044,323 90.9  % 119,291,051 25,434,649 274,950,085
John B. Frank 1,250,911,286 94.4  % 74,229,621 3,629,116 274,950,085
Alice P. Gast 1,296,482,226 98.3  % 22,651,529 9,636,268 274,950,085
Enrique Hernandez, Jr. 1,278,390,395 97.0  % 40,262,412 10,117,216 274,950,085
Marillyn A. Hewson 1,314,278,897 99.2  % 11,164,906 3,326,220 274,950,085
Jon M. Huntsman Jr. 1,309,069,067 98.8  % 16,105,961 3,594,995 274,950,085
Charles W. Moorman IV 1,287,199,548 97.6  % 31,564,472 10,006,003 274,950,085
Dambisa F. Moyo 1,295,901,200 98.3  % 22,916,680 9,952,143 274,950,085
Debra Reed-Klages 1,293,813,310 98.1  % 25,236,885 9,719,828 274,950,085
Ronald D. Sugar 1,006,786,727 76.0  % 318,289,136 3,694,160 274,950,085
D. James Umpleby III 1,286,012,269 97.5  % 32,705,622 10,052,132 274,950,085
Michael K. Wirth 1,204,536,520 91.2  % 115,878,081 8,355,422 274,950,085

(2)
The Board’s proposal to ratify the appointment of PricewaterhouseCoopers LLP as Chevron’s independent registered public accounting firm for 2021 was approved based upon the following votes:
Votes For
1,546,413,167 96.6  %
Votes Against
53,958,074 3.4  %
Abstentions
3,348,867
Broker Non-Votes
Brokers were permitted to cast stockholder non-votes (i.e., uninstructed shares) at their discretion on this proposal item, and such non-votes are reflected in the votes for or against or abstentions.

(3)
The Board’s proposal for stockholders to approve, on an advisory basis, the compensation of Chevron’s named executive officers was approved based upon the following votes:
Votes For
1,234,252,576 94.0  %
Votes Against
78,763,508 6.0  %
Abstentions
15,753,939
Broker Non-Votes
274,950,085

(4)
The stockholder proposal regarding reducing Scope 3 emissions was approved based upon the following votes:
Votes For
794,387,800 60.7  %
Votes Against
515,076,725 39.3  %
Abstentions
19,305,498
Broker Non-Votes
274,950,085




(5)
The stockholder proposal regarding a report on impacts of Net Zero 2050 scenario was not approved based upon the following votes:
Votes For
626,666,718 47.8  %
Votes Against
683,661,355 52.2  %
Abstentions
18,441,950
Broker Non-Votes
274,950,085

(6)
The stockholder proposal regarding shifting to a public benefit corporation was not approved based upon the following votes:
Votes For
39,683,267 3.0  %
Votes Against
1,273,968,355 97.0  %
Abstentions
15,118,401
Broker Non-Votes
274,950,085

(7)
The stockholder proposal regarding a report on lobbying was not approved based upon the following votes:
Votes For
631,102,057 47.9  %
Votes Against
687,520,121 52.1  %
Abstentions
10,147,845
Broker Non-Votes
274,950,085

(8)
The stockholder proposal regarding adopting a policy for an independent chair was not approved based upon the following votes:
Votes For
389,983,766 29.5  %
Votes Against
932,350,998 70.5  %
Abstentions
6,435,259
Broker Non-Votes
274,950,085

(9)
The stockholder proposal regarding setting the special meeting threshold at ten percent was not approved based upon the following votes:
Votes For
437,609,988 33.3  %
Votes Against
876,108,877 66.7  %
Abstentions
15,051,158
Broker Non-Votes
274,950,085





SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: May 28, 2021
CHEVRON CORPORATION

By:
/s/ Christopher A. Butner
Christopher A. Butner
Assistant Secretary


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