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CHEVRON CORP — Annual Report 2017
Jun 27, 2017
29758_rns_2017-06-27_d1e8a6e8-b658-467e-8675-f97bdf164d66.zip
Annual Report
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11-K 1 a2017form11-k.htm 11-K html PUBLIC "-//W3C//DTD HTML 4.01 Transitional//EN" "http://www.w3.org/TR/html4/loose.dtd" Document created using Wdesk 1 Copyright 2017 Workiva Document
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 11-K
______
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2016.
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____ to ______
Commission file number 001-00368
A. Full title of the plan and the address of the plan, if different from that of the issuer named below:
CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
Chevron Corporation
6001 Bollinger Canyon Road
San Ramon, CA 94583
PN:001
CHEVRON
EMPLOYEE SAVINGS INVESTMENT PLAN
FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULES
TOGETHER WITH REPORT OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
DECEMBER 31, 2016 AND 2015
MORRIS DAVIS CHAN &TAN LLP
Certified Public Accountants
CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
TABLE OF CONTENTS
| PAGE | |
|---|---|
| Report of Independent Registered Public Accounting Firm | 1-2 |
| Financial Statements: | |
| Statement of Net Assets Available for Benefits as of December 31, 2016 and 2015 | 3 |
| Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 2016 | 4 |
| Notes to Financial Statements | 5-14 |
| Supplemental Schedule: | |
| Schedule H - Part IV, Line 4(i) - Schedule of Assets Held as of December 31, 2016 | 15-22 |
i
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Plan Participants and Plan Administrator
Chevron Employee Savings Investment Plan
We have audited the accompanying statements of net assets available for benefits of the Chevron Employee Savings Investment Plan (the Plan) as of December 31, 2016 and 2015, and the related statement of changes in net assets available for benefits for the year ended December 31, 2016. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2016 and 2015, and the changes in net assets available for benefits for the year ended December 31, 2016 in conformity with U.S. generally accepted accounting principles.
The supplemental information in the accompanying schedule of assets held as of December 31, 2016 has been subjected to the auditing procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental information is presented for the purpose of additional analysis and is not a required part of the financial statements but included as required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental information is the responsibility of the Plan’s management. Our audit procedures included
- 1 -
determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information in the accompanying schedule, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information in the accompanying schedule is fairly stated, in all material respects, in relation to the basic financial statements as a whole.
/s/ Morris Davis Chan & Tan LLP
Alameda, California
June 21, 2017
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CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2016 AND 2015
(thousands of dollars)
| 2016 | 2015 | |
|---|---|---|
| Assets | ||
| Investments - at fair value: | ||
| Chevron Corporation common stock | $ 8,516,499 | $ 7,075,997 |
| Registered investment companies | 4,456,960 | 8,441,254 |
| Vanguard Brokerage Option | 276,501 | 270,903 |
| Collective investment funds | 5,713,241 | 884,386 |
| Separate Account | 284,152 | 277,125 |
| Total investments | 19,247,353 | 16,949,665 |
| Notes receivable from participants | 135,116 | 138,652 |
| Total assets | 19,382,469 | 17,088,317 |
| Liabilities | — | — |
| Net assets available for benefits | $ 19,382,469 | $ 17,088,317 |
| The accompanying notes are an integral part of these financial statements. |
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CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 2016
(thousands of dollars)
| Additions | ||
|---|---|---|
| Contributions: | ||
| Employer contributions | $ 282,362 | |
| Participant contributions | 357,240 | |
| Participant rollovers | 324,622 | |
| Total contributions | 964,224 | |
| Investment income | ||
| Net appreciation in fair value of investments | 2,678,739 | |
| Dividends | 509,742 | |
| Interest | 11,875 | |
| Total investment increase | 3,200,356 | |
| Interest on notes receivable from participants | 4,179 | |
| Total additions | 4,168,759 | |
| Deductions | ||
| Distribution to participants | 1,870,447 | |
| Administrative fees | 4,106 | |
| Total deductions | 1,874,553 | |
| Intra-plan transfers | (54 | ) |
| Net increase | 2,294,152 | |
| Net assets available for benefits: | ||
| Beginning of year | 17,088,317 | |
| End of year | $ 19,382,469 | |
| The accompanying notes are an integral part of these financial statements. |
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CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2016 AND 2015
NOTE 1 - Description of the Plan
The following description of the Chevron Employee Savings Investment Plan (ESIP or the Plan), provides only general information. Participants should refer to the Plan document or Summary Plan Description for a more complete description of the Plan’s provisions.
The Plan is a defined contribution plan that is intended to be a qualified profit-sharing plan under section 401(a) of the Internal Revenue Code (the Code), a qualified cash or deferred arrangement under section 401(k) of the Code, and, effective December 1, 1989, to include a leveraged Employee Stock Ownership Plan (ESOP) qualified under section 4975(e)(7) of the Code.
Plan Sponsor/Administrator . Chevron Corporation (the Corporation) is the Plan Sponsor and the Plan Administrator of the ESIP. It has the authority to appoint one or more trustees to hold the assets of the Plan and to appoint a recordkeeper. In its capacity as fiduciary, the Corporation makes such rules, regulations and computations and takes whatever action is necessary to administer the Plan in accordance with provisions of the Code and the Employee Retirement Income Security Act of 1974 (ERISA), as amended.
Eligibility. Employees of the Corporation and each other participating company (Company) or employees who are represented by a labor organization that has bargained for and agreed to participation in the Plan are eligible to join the Plan if they are on the U.S. payroll.
Contributions. Participants may contribute up to 75 percent of regular pay as combined basic (1 or 2 percent) and supplemental (up to 73 percent) contributions. For 2016, the maximum contribution amount on a before-tax and Roth 401(k) basis was the annual IRC limit of $18,000, for participants under age 50 and $24,000 for participants age 50 and up. The Plan has a fixed match feature. The Company will match 4 percent of regular pay on the first 1 percent of the participant’s basic contribution to the Plan or 8 percent of regular pay on the first 2 percent of the participant’s basic contribution to the Plan. Both participant and company match contributions to the Plan ceased when a participant reached regular pay of $270,000 for the year 2016. Effective February 16, 2015, the company matching contribution is made in cash (Chevron stock prior to February 16, 2015) and distributed according to the participants’ current payroll deduction distribution elections. Participants may elect to receive dividends on shares in their Chevron Stock account as a taxable distribution, or reinvest the dividends into their accounts.
Participant Accounts . Contributions are invested in funds within a number of Plan accounts. Employee contributions are comprised of basic and supplemental contributions and rollover contributions from other qualified retirement plans or from a rollover IRA, on a pre-tax, after-tax, or Roth 401(k) basis.
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CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2016 AND 2015
NOTE 1 - Description of the Plan (Continued)
Vesting. Employees are always fully vested in all contributions to their accounts, as well as the investment income earned from all contributions to the Plan.
Trustee . Vanguard Fiduciary Trust Company (Vanguard) is the trustee of the Plan. Vanguard is also the Plan’s recordkeeper. The trustee has the authority to manage the assets of the Plan in accordance with its terms and those of the trust agreement. The Corporation and Vanguard entered into a sub-trust agreement with State Street Bank and Trust Company (State Street) to perform custodial and administrative functions for the Dodge & Cox Income Separate Account (Separate Account).
Notes Receivable from Participants. The Plan loan provision allows participants to borrow funds from their Plan account, subject to certain restrictions and limitations. Participants may borrow up to the lesser of $50,000 or 50% of their total vested account balance or the value of the account(s) used to fund the loan. The minimum loan is $1,000. The minimum term for repayment of any loan is 6 months and the maximum term is 5 years. However, the maximum term for repayment of a loan to purchase the participant’s principal residence is 25 years. Loans bear a fixed rate of interest equal to 2 percent plus the average one-year jumbo certificate of deposit rate, as published in The Wall Street Journal on the last Wednesday of the preceding month. Interest rates charged during 2016 and 2015 ranged from 2.23% to 9.76%. Most loan repayments are made through payroll deductions and the principal and interest paid by the participants are reinvested in the participants’ accounts. Notes receivable from participants totaled $135,115,786 and $138,652,382 as of December 31, 2016 and 2015, respectively.
Plan Termination. The Corporation expects to continue the ESIP indefinitely, but has the authority to amend or terminate the ESIP at any time. In the event of a plan termination, the trust fund shall continue until any previously unallocated assets of the Plan are allocated to accounts and distributed to participants or beneficiaries in accordance with applicable law and pursuant to written rules and procedures adopted by the Corporation prior to such termination. In addition, upon plan termination, neither the Corporation nor any other person shall have a liability or obligation to provide additional benefits. Participants or beneficiaries shall obtain benefits solely from the trust fund.
Plan Expenses. In accordance with the Department of Labor’s (DOL) rules under ERISA section 408(b)(2), total all-in fees are disclosed by the service provider. In accordance with these DOL rules, recordkeeping and trustee fees are unbundled and paid by the participants. Other administrative expenses relating to the Plan, including audit fees and participant education retirement services are paid by the Plan to the extent Plan forfeiture funds are sufficient. If not, such fees are paid by the Corporation. Certain Chevron employee and administrative costs are being reimbursed to the Corporation by the Plan.
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CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2016 AND 2015
NOTE 2 - Summary of Significant Accounting Policies
Accounting Pronouncements Adopted. In July 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) 2015-12, Plan Accounting: Defined Benefit Pension Plans, Topic 960; Defined Contribution Plans, Topic 962; and Health and Welfare Benefit Plans, Topic 965: (Part I) Fully Benefit-Responsive Investment Contracts, (Part II) Plan Investment Disclosures, (Part III) Measurement Date Practical Expedient . Part I requires fully benefit-responsive investment contracts to be measured, presented, and disclosed only at contract value. Part II eliminates the requirements for plans to disclose individual investments that represent 5 percent or more of net assets available for benefits, and the net appreciation or depreciation for investments by general type for both participant-directed investments and nonparticipant-directed investments. Part II also requires that investments be grouped only by general type, eliminating the need to disaggregate the investments by nature, characteristics and risks. Part III provides a practical expedient to permit plans to measure investments and investment-related accounts as of a month-end date that is closest to the plan's fiscal year-end, when the fiscal period does not coincide with a month-end. The ASU is effective for fiscal years beginning after December 15, 2015. Parts I and II are to be applied retrospectively, and Part III prospectively with early adoption permitted. The Corporation adopted the standard effective January 1, 2015. The Plan’s financial statements are presented to conform to the requirements of Parts II and III of the ASU. Part I of the ASU has no impact on the Plan’s financial statements since the Plan does not hold fully benefit-responsive investment contracts.
In May 2015, the FASB issued ASU No. 2015-07, Fair Value Measurement (Topic 820): Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent). The update applies to reporting entities that elect to measure the fair value of an investment using the net asset value (NAV) per share (or its equivalent) practical expedient. The update simplifies Topic 820 by removing the requirement to categorize within the fair value hierarchy investments which use the net asset value as a practical expedient and removes certain disclosures for all such investments. ASU No. 2015-07 is effective retrospectively for fiscal years beginning after December 15, 2016, with early adoption permitted. ASU 2015-07 has no impact on the Plan’s financial statements since there are no investments that calculate NAV practical expedient.
The following are the significant accounting policies followed by the Plan:
Basis of Accounting. The financial statements of the ESIP are presented on the accrual basis of accounting.
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CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2016 AND 2015
NOTE 2 - Summary of Significant Accounting Policies (Continued)
Investment Valuation and Income Recognition. Investments are reported at fair value, which is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Investments in the core and supplemental options are valued on each business day on which the New York Stock Exchange is open for trading to reflect contributions, distributions, income, expenses, gains and losses. The difference between cost and market value represents unrealized appreciation or depreciation as of the reporting date. The valuation of the underlying securities in the Vanguard Brokerage Option are determined by Vanguard Brokerage Service daily.
Net appreciation (depreciation) in fair value of investments includes realized gains (losses) and unrealized appreciation (depreciation).
Realized gains (losses) on investments are based on sales proceeds less average cost. Sales and purchases between participants are included in realized gains (losses). Security purchases and sales are recorded as of the trade date for such transactions.
Dividend income earned on investments held and interest income earned on funds pending investment are recorded on an accrual basis.
Notes Receivable from Participants. Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Delinquent notes receivable from participants are reclassified as distributions based upon the terms of the Plan document.
Use of Estimates. The preparation of financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
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CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2016 AND 2015
NOTE 3 - Fair Value Measurements
Accounting Standard Codification (ASC) 820, Fair Value Measurements , establishes a framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy under ASC 820 are described below:
Level 1: Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Plan has the ability to access.
Level 2: Inputs to the valuation methodology include:
• Quoted prices for similar assets or liabilities in active markets;
• Quoted prices for identical or similar assets or liabilities in inactive markets;
• Inputs other than quoted prices that are observable for the asset or liability; and
• Inputs that are derived principally from or corroborated by observable market data by correlation or other means.
Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement.
The asset’s or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs.
Following is a description of the valuation methodologies used for assets and liabilities measured at fair value. There have been no changes in the methodologies used at December 31, 2016 and 2015.
• Common stocks, preferred stocks and debt instruments are valued at the closing price reported on the active market on which the individual securities are traded.
• Shares of registered investment companies are valued at the net asset value of shares held by the Plan at year end.
• Collective investment funds are stated at fair value as determined by the issuers based on the unit values of the funds. Unit values are determined by dividing the fund’s net assets, which represents the unadjusted prices in active markets of the underlying investments, by the number of units outstanding at the valuation date.
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CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2016 AND 2015
NOTE 3 - Fair Value Measurements (Continued)
• Corporate bonds are valued at the closing price reported in the active market in which the bond is traded.
• U.S. government securities are valued at the closing price reported in the active market in which the individual security is traded
• Mortgages are valued on the basis of their future principal and interest payments discounted at prevailing interest rates for similar investments.
• Asset backed securities are priced based on a compilation of primarily observable market information.
• Cash equivalents are valued at cost, which approximates fair value.
The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
The following tables set forth by level, within the fair value hierarchy, the Plan’s investments at fair value as of December 31, 2016 and 2015:
| Investments at Fair Value (in thousands) as of December 31, 2016 — Level 1 | Level 2 | Level 3 | Total | |||
|---|---|---|---|---|---|---|
| Common stocks | $ 8,516,499 | $ — | $ — | $ 8,516,499 | ||
| Registered investment companies | 4,456,960 | — | — | 4,456,960 | ||
| Vanguard Brokerage Option | 276,501 | — | — | 276,501 | ||
| Collective investment funds | — | 5,713,241 | — | 5,713,241 | ||
| Separate Account: | ||||||
| Corporte bonds | — | 123,313 | — | 123,313 | ||
| Mortgages | — | 93,549 | — | 93,549 | ||
| U.S. government securities | — | 53,957 | — | 53,957 | ||
| Asset-backed securities | — | 675 | — | 675 | ||
| Preferred stock | — | 2,774 | 2,774 | |||
| Cash equivalents | — | 10,756 | — | 10,756 | ||
| Receivables | — | 2,821 | — | 2,821 | ||
| Liabilities | — | (3,693 | ) | — | (3,693 | ) |
| — | 284,152 | — | 284,152 | |||
| Total investments, at fair value | $ 13,249,960 | $ 5,997,393 | $ — | $ 19,247,353 |
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CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2016 AND 2015
NOTE 3 - Fair Value Measurements (Continued)
| Investments at Fair Value (in thousands) as of December 31, 2015 — Level 1 | Level 2 | Level 3 | Total | |||
|---|---|---|---|---|---|---|
| Common stocks | $ 7,075,997 | $ — | $ — | $ 7,075,997 | ||
| Registered investment companies | 8,441,254 | — | — | 8,441,254 | ||
| Vanguard Brokerage Option | 270,903 | — | — | 270,903 | ||
| Collective investment funds | — | 884,386 | — | 884,386 | ||
| Separate Account: | ||||||
| Corporte bonds | — | 135,095 | — | 135,095 | ||
| Mortgages | — | 92,492 | — | 92,492 | ||
| U.S. government securities | — | 27,193 | — | 27,193 | ||
| Asset-backed securities | — | 10,212 | — | 10,212 | ||
| Preferred stock | — | 2,793 | — | 2,793 | ||
| Cash equivalents | — | 6,832 | — | 6,832 | ||
| Receivables | — | 2,685 | — | 2,685 | ||
| Liabilities | — | (177 | ) | — | (177 | ) |
| — | 277,125 | — | 277,125 | |||
| Total investments, at fair value | $ 15,788,154 | $ 1,161,511 | $ — | $ 16,949,665 |
NOTE 4 - Investments
At December 31, 2016 and 2015, the following broad range of investment options were available to participants:
Core Funds
| Fund Name | Fund Type |
|---|---|
| Chevron Leveraged ESOP | Company Stock |
| Chevron Stock | Company Stock |
| Vanguard Prime Money Market Fund* | Money Market |
| Vanguard Federal Money Market Fund** | Money Market |
| Vanguard Total Bond Market Index Fund* | Fixed Income |
| Vanguard Institutional Total Bond Market Index Trust** | Comingled Funds |
| Vanguard Short-Term Bond Index Fund | Fixed Income |
| Vanguard Institutional Index Fund* | Large-Cap Stock |
| Vanguard Institutional 500 Index Trust** | Comingled Funds |
| Vanguard Total Stock Market Index Fund* | Growth and Income Stock |
| Vanguard Institutional Total Stock Market Index Trust** | Comingled Funds |
| Vanguard Extended Market Index Fund* | Small & Mid-Cap Growth Stock |
| * Fund was terminated as an investment option effective June 27, 2016. | |
| ** Fund was added as an investment option effective June 27, 2016. |
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CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2016 AND 2015
NOTE 4 - Investments (Continued)
Core Funds (Continued)
| Fund Name | Fund Type |
|---|---|
| Vanguard Institutional Extended Market Trust** | Comingled Funds |
| Vanguard Developed Markets Index Fund | International Stock |
| Vanguard Small Cap Index Fund | Small Cap Value Stock |
| Vanguard REIT Index Fund | Real Estate |
| Vanguard Emerging Markets Stock Index Fund | International Stock |
| Vanguard Total World Stock Index Fund | Global Stock |
| SSgA US Inflation Protected Bond Fund | Fixed Income |
Target Date Retirement Funds
| Fund Name | Fund Type |
|---|---|
| Vanguard Target Retirement Income Trust Plus | Balanced |
| Vanguard Target Retirement 2010 Trust Plus | Balanced |
| Vanguard Target Retirement 2015 Trust Plus | Balanced |
| Vanguard Target Retirement 2020 Trust Plus | Balanced |
| Vanguard Target Retirement 2025 Trust Plus | Balanced |
| Vanguard Target Retirement 2030 Trust Plus | Balanced |
| Vanguard Target Retirement 2035 Trust Plus | Balanced |
| Vanguard Target Retirement 2040 Trust Plus | Balanced |
| Vanguard Target Retirement 2045 Trust Plus | Balanced |
| Vanguard Target Retirement 2050 Trust Plus | Balanced |
| Vanguard Target Retirement 2055 Trust Plus | Balanced |
| Vanguard Target Retirement 2060 Trust Plus | Balanced |
Supplemental Funds
| Fund Name | Fund Type |
|---|---|
| Dodge & Cox Income Separate Account | Fixed Income |
| Vanguard Windsor II Fund | Large-Cap Value Stock |
| Vanguard PRIMECAP Fund | Large-Cap Growth Stock |
| Artisan Mid Cap Fund*** | Mid-Cap Growth Stock |
| Neuberger Berman Genesis Fund*** | Small-Cap Blend Stock |
| American Funds EuroPacific Growth Fund | International Stock |
| ** Fund was added as an investment option effective June 27, 2016. | |
| *** Fund was terminated as an investment option effective February 16, 2015. |
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CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2016 AND 2015
NOTE 4 - Investments (Continued)
Vanguard Brokerage Option (VBO)
Through the Vanguard Brokerage Services, a participant may choose from approximately 6,000 mutual funds from Vanguard and other companies, and Exchange-Traded Funds that are not included in the core or supplemental investment funds. There is a $50 annual fee charged to participants who use this option that is paid directly to Vanguard. Within each fund offered in the VBO additional fees may be charged, either accrued within a fund’s pooled price or charged directly on deposits or withdrawals depending upon the Investment.
NOTE 5 - Income Taxes
The Plan received a determination letter dated October 23, 2013 from the Internal Revenue Service (IRS) stating that the Plan is qualified with the applicable requirements of the Code. Subsequent to this issuance of the determination letter, the Plan was amended. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Corporation has indicated that it will take necessary steps, if any, to maintain the Plan’s qualified status.
NOTE 6 - Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes, both positive and negative, in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statement of net assets available for benefits.
NOTE 7 - Related Party Transactions
Certain Plan investments consist of shares of registered investment funds managed by Vanguard Fiduciary Trust Company and shares of common stock of the Corporation. Transactions with Vanguard Fiduciary Trust Company, as the trustee and recordkeeper, and the Corporation as the Plan sponsor and Plan administrator, qualify as party-in-interest transactions.
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CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2016 AND 2015
NOTE 8 - Subsequent Events
In preparing the Plan’s financial statements, subsequent events and transactions have been evaluated for potential recognition. Plan management determined that there are no subsequent events or transactions that require disclosure to or adjustment in the financial statements except as disclosed below:
• On February 17, 2016, six participants of the Plan filed a class action complaint against the Corporation and the ESIP Investment Committee (collectively “Chevron”) alleging fiduciary breaches under the ERISA. The plaintiffs sought to recover for the Plan losses allegedly incurred as a result of purportedly excessive administrative and investment fees and imprudent investment options. Chevron filed a motion to dismiss the complaint. That motion was granted but the court allowed the plaintiffs to amend their complaint, which they did. Chevron then moved to dismiss that amended complaint. The court granted that motion, dismissing the case with prejudice, and entered judgment in Chevron’s favor on May 31, 2017. On June 9, 2017, Plaintiffs filed their Notice of Appeal of the district court’s order granting defendants’ motion to dismiss the amended complaint. No hearing on the appeal has been set.
• In 2016, the Corporation has subjected the Plan’s recordkeeping and trust services under the Request For Procurement (RFP) process. The RFP process has been concluded and a service provider has been chosen. The Corporation is presently working on its communication plans and will announce the chosen service provider later in 2017.
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CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
EIN 94-0890210 PLAN NO. 001
SCHEDULE H - PART IV, LINE 4(i) - SCHEDULE OF ASSETS HELD
DECEMBER 31, 2016
(thousands of dollars)
| (a) | (c) | (e) | |
|---|---|---|---|
| Description of Investment Including | |||
| Identity of Issue, Borrower, | Maturity Date, Rate of Interest, | Number of | |
| Lessor, or Similar Party | Collateral, Par, or Maturity Value | Shares / Units | Current Value |
| * | COMMON STOCK — Chevron Corporation | Common Stock | 72,357,684 | $ 8,516,499 |
|---|---|---|---|---|
| TOTAL COMMON STOCK | 8,516,499 | |||
| REGISTERED INVESTMENT COMPANIES | ||||
| * | Vanguard PRIMECAP Fund | 8,943,776 | 973,351 | |
| * | Vanguard Federal Money Market Fund | 1,098,252,406 | 1,098,252 | |
| * | Vanguard Developed Markets Index Fund | 36,303,149 | 666,889 | |
| * | Vanguard Windsor II Fund | 9,940,600 | 619,796 | |
| * | Vanguard Short-Term Bond Fund Index | 26,305,987 | 274,371 | |
| * | Vanguard Small Cap Index Fund | 1,460,755 | 260,423 | |
| * | Vanguard REIT Index Fund | 7,968,665 | 144,153 | |
| * | Vanguard Emerging Market Stock Index Fund | 4,989,843 | 112,970 | |
| * | Vanguard World Stock Fund | 495,632 | 61,805 | |
| * | American Funds EuroPacific Growth Fund | 5,438,453 | 244,950 | |
| TOTAL REGISTERED INVESTMENT COMPANIES | 4,456,960 | |||
| * | VANGUARD BROKERAGE OPTION | 276,501 | ||
| COLLECTIVE INVESTMENT FUNDS | ||||
| * | Vanguard Institutional 500 Index Trust | 15,725,543 | 1,779,660 | |
| * | Vanguard Institutional Total Bond Market Index Trust | 12,336,297 | 1,199,582 | |
| * | Vanguard Institutional Extended Market Trust | 8,055,627 | 965,145 | |
| * | Vanguard Institutional Total Stock Market Index Trust | 6,202,092 | 708,589 | |
| * | Vanguard Target Date Retirement Trust Plus | 1,091,899 | 42,475 | |
| * | Vanguard Target Date Retirement Trust 2010 Plus | 934,926 | 38,201 | |
| * | Vanguard Target Date Retirement Trust 2015 Plus | 2,900,233 | 125,696 | |
| * | Vanguard Target Date Retirement Trust 2020 Plus | 5,731,702 | 259,359 | |
| * | Vanguard Target Date Retirement Trust 2025 Plus | 4,512,012 | 210,350 | |
| * | Vanguard Target Date Retirement Trust 2030 Plus | 2,169,436 | 104,090 | |
| * | Vanguard Target Date Retirement Trust 2035 Plus | 1,436,879 | 70,881 | |
| * | Vanguard Target Date Retirement Trust 2040 Plus | 1,211,005 | 60,671 | |
| * | Vanguard Target Date Retirement Trust 2045 Plus | 1,076,124 | 54,000 | |
| * | Vanguard Target Date Retirement Trust 2050 Plus | 698,760 | 35,078 | |
| * | Vanguard Target Date Retirement Trust 2055 Plus | 265,222 | 13,296 | |
| * | Vanguard Target Date Retirement Trust 2060 Plus | 254,214 | 7,667 | |
| * | SSgA Inflation Prot Bond Index | 2,882,085 | 38,501 | |
| TOTAL COLLECTIVE INVESTMENT FUNDS | 5,713,241 | |||
| SEPARATE ACCOUNT | ||||
| Preferred Stock | ||||
| Citigroup | Capital XIII Preferred Stock | 107,450 | 2,774 | |
| Corporate bonds | ||||
| 21st Century Fox America Company | Guaranty 02/41 6.150% | 295,000 | 349 | |
| 21st Century Fox America Company | Guaranty 03/37 6.150% | 290,000 | 339 | |
| 21st Century Fox America Company | Guaranty 11/37 6.650% | 80,000 | 98 | |
| 21st Century Fox America Company | Guaranty 12/34 6.200% | 70,000 | 82 | |
| 21st Century Fox America Company | Guaranty 12/35 6.400% | 285,000 | 340 | |
| Anthem Inc | Sr Unsecured 06/17 5.875% | 160,000 | 163 | |
| AT&T Corp Company | Guaranty 11/31 8.250% | 821,000 | 1,141 |
- Party-in-interest as defined by ERISA.
Column (d) Cost was omitted as all investments are participant-directed.
- 15 -
CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
EIN 94-0890210 PLAN NO. 001
SCHEDULE H - PART IV, LINE 4(i) - SCHEDULE OF ASSETS HELD
DECEMBER 31, 2016
(thousands of dollars)
| (a) | (c) | (e) | |
|---|---|---|---|
| Description of Investment Including | |||
| Identity of Issue, Borrower, | Maturity Date, Rate of Interest, | Number of | |
| Lessor, or Similar Party | Collateral, Par, or Maturity Value | Shares / Units | Current Value |
| AT&T Inc | Sr Unsecured 02/47 5.650% | 475,000 | $ |
|---|---|---|---|
| AT&T Inc | Sr Unsecured 03/48 4.500% | 1,125,000 | 1,011 |
| AT&T Inc | Sr Unsecured 05/46 4.750% | 475,000 | 450 |
| AT&T Inc | Sr Unsecured 09/40 5.350% | 560,000 | 575 |
| Bank of America Corp Capital Trust XI Limited | Guaranty 05/36 6.625% | 2,470,000 | 2,733 |
| Bank of America Corp | Sr Unsecured 06/19 7.625% | 1,525,000 | 1,714 |
| Bank of America Corp | Sr Unsecured 07/20 5.625% | 400,000 | 440 |
| Bank of America Corp | Subordinated 08/24 4.200% | 400,000 | 407 |
| Bank of America Corp | Subordinated 10/26 4.250% | 375,000 | 380 |
| Bank One Capital III | Limited Guaranty 09/30 8.750% | 450,000 | 633 |
| Barclays | Plc Subordinated 09/24 4.375% | 1,450,000 | 1,438 |
| BHP Billiton Fin USA Ltd Company | Guaranty 144A 10/75 Var 6.750% | 1,375,000 | 1,543 |
| BNP Paribas | 10/24 4.250% | 2,825,000 | 2,832 |
| BNP Paribas | Guaranty 144A 09/25 Var 4.375% | 675,000 | 671 |
| BNSF Railway Co | 2007 1 P Pass Thru Ce 04/24 5.996% | 369,536 | 412 |
| Boston Properties LP | Sr Unsecured 05/21 4.125% | 955,000 | 1,009 |
| Boston Properties LP | Sr Unsecured 10/19 5.875% | 475,000 | 518 |
| Boston Properties LP | Sr Unsecured 11/18 3.700% | 280,000 | 288 |
| Boston Properties LP | Sr Unsecured 11/20 5.625% | 545,000 | 601 |
| Burlingtn No | SF 06 1 TR Pass Thru Ce 01/24 5.720% | 145,980 | 160 |
| Burlingtn No | SF 06 2 TR Pass Thru Ce 04/24 5.629% | 191,521 | 211 |
| Burlingtn No | SF 99 2 TR Pass Thru Ce 01/21 7.570% | 77,916 | 84 |
| Burlingtn North Santa Fe | Sr Unsecured 09/22 3.050% | 575,000 | 587 |
| Burlingtn North Santa Fe | Sr Unsecured 09/23 3.850% | 475,000 | 503 |
| Capital One Financial Co | Sr Unsecured 06/23 3.500% | 1,545,000 | 1,551 |
| Capital One Financial Co | Sr Unsecured 07/21 4.750% | 450,000 | 487 |
| Capital One Financial Co | Sr Unsecured 10/25 4.200% | 700,000 | 702 |
| Cemex Finance LLC | Sr Secured 144A 04/24 6.000% | 1,975,000 | 2,029 |
| Cemex Sab De Cv | Sr Secured 144A 01/21 7.250% | 275,000 | 293 |
| Cemex Sab De Cv | Sr Secured 144A 05/25 6.125% | 1,175,000 | 1,201 |
| Charter Comm Opt LLC/CAP | Sr Secured 07/25 4.908% | 700,000 | 738 |
| Charter Comm Opt LLC/CAP | Sr Secured 10/45 6.484% | 575,000 | 665 |
| Cigna Corp | Sr Unsecured 01/33 VAR | 260,000 | 344 |
| Cigna Corp | Sr Unsecured 02/42 5.375% | 925,000 | 1,030 |
| Cigna Corp | Sr Unsecured 03/23 7.650% | 270,000 | 327 |
| Cigna Corp | Sr Unsecured 05/27 7.875% | 290,000 | 382 |
| Cigna Corp | Sr Unsecured 11/36 6.150% | 540,000 | 626 |
| Cox Communications Inc | Sr Unsecured 144A 01/19 9.375% | 1,100,000 | 1,243 |
| Cox Communications Inc | Sr Unsecured 144A 02/25 3.850% | 1,400,000 | 1,373 |
| Cox Communications Inc | Sr Unsecured 144A 12/22 3.250% | 1,575,000 | 1,534 |
| CRH America Inc Company | Guaranty 144A 05/25 Var 3.875% | 725,000 | 738 |
| CSX Transportation Inc | Sr Secured 01/23 6.251% | 137,486 | 158 |
| CSX Transportation Inc | Sr Unsecured 06/20 9.750% | 100,000 | 123 |
| Diamond 1 Fin/Diamond 2 | Sr Secured 144A 06/21 4.420% | 1,150,000 | 1,190 |
| Diamond 1 Fin/Diamond 2 | Sr Secured 144A 06/23 5.450% | 1,400,000 | 1,485 |
| Dillards Inc | Sr Unsecured 05/27 7.750% | 125,000 | 147 |
| Dillards Inc | Sr Unsecured 07/26 7.750% | 210,000 | 240 |
| Dillards Inc | Sr Unsecured 08/18 7.130% | 230,000 | 246 |
| Dillards Inc | Sr Unsecured 12/28 7.000% | 280,000 | 314 |
| Dominion Resources Inc Jr | Subordina 04/21 VAR | 400,000 | 417 |
| Dominion Resources Inc Jr | Subordina 10/54 VAR | 1,325,000 | 1,358 |
| Dow Chemical Co/The | Sr Unsecured 05/39 9.400% | 1,225,000 | 1,901 |
| Dow Chemical Co/The | Sr Unsecured 11/29 7.375% | 480,000 | 631 |
| Eaton Corp Company | Guaranty 11/22 2.750% | 650,000 | 644 |
- Party-in-interest as defined by ERISA.
Column (d) Cost was omitted as all investments are participant-directed.
- 16 -
CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
EIN 94-0890210 PLAN NO. 001
SCHEDULE H - PART IV, LINE 4(i) - SCHEDULE OF ASSETS HELD
DECEMBER 31, 2016
(thousands of dollars)
| (a) | (c) | (e) | |
|---|---|---|---|
| Description of Investment Including | |||
| Identity of Issue, Borrower, | Maturity Date, Rate of Interest, | Number of | |
| Lessor, or Similar Party | Collateral, Par, or Maturity Value | Shares / Units | Current Value |
| Enel Finance Intl Nv Company | Guaranty 144A 09/37 6.800% | 1,300,000 | $ |
|---|---|---|---|
| Enel Finance Intl Nv Company | Guaranty 144A 10/39 6.000% | 700,000 | 782 |
| ERP Operating LP | Sr Unsecured 04/23 3.000% | 625,000 | 616 |
| ERP Operating LP | Sr Unsecured 12/21 4.625% | 448,000 | 487 |
| FedEx Corp | 1998 Pass Tst Pass Thru Ce 07/23 6.720% | 143,076 | 158 |
| Ford Motor Credit Co LLC | Sr Unsecured 01/20 8.125% | 300,000 | 346 |
| Ford Motor Credit Co LLC | Sr Unsecured 08/21 5.875% | 1,800,000 | 1,988 |
| Ford Motor Credit Co LLC | Sr Unsecured 09/22 4.250% | 525,000 | 541 |
| HP Enterprise Company | Sr Unsecured 144A 10/20 3.600% | 675,000 | 687 |
| HSBC Holdings Plc | Plc Sr Unsecured 03/26 4.300% | 400,000 | 415 |
| HSBC Holdings Plc | Plc Sr Unsecured 04/21 5.100% | 515,000 | 557 |
| HSBC Holdings Plc | Plc Subordinated 05/36 6.500% | 1,560,000 | 1,924 |
| HSBC Holdings Plc | Plc Subordinated 09/37 6.500% | 1,060,000 | 1,314 |
| Imperial Brands Finance Company | Guaranty 144A 07/22 3.750% | 975,000 | 1,001 |
| Imperial Brands Finance Company | Guaranty 144A 07/25 4.250% | 2,425,000 | 2,503 |
| JPMorgan Chase & Co | Subordinated 09/24 3.875% | 850,000 | 860 |
| Kinder Morgan Ener Part Company | Guaranty 02/24 4.150% | 1,550,000 | 1,571 |
| Kinder Morgan Ener Part Company | Guaranty 03/43 5.000% | 1,125,000 | 1,085 |
| Kinder Morgan Ener Part Company | Guaranty 09/39 6.500% | 1,575,000 | 1,729 |
| Kinder Morgan Inc/Delawa Company | Guaranty 144A 11/23 5.625% | 475,000 | 521 |
| Lloyds Banking Group | Plc Subordinated 03/26 4.650% | 675,000 | 684 |
| Lloyds Banking Group | Plc Subordinated 11/24 4.500% | 1,445,000 | 1,471 |
| Macys Retail Hldgs Inc Company | Guaranty 01/32 6.900% | 520,000 | 578 |
| Macys Retail Hldgs Inc Company | Guaranty 02/28 7.000% | 255,000 | 291 |
| Macys Retail Hldgs Inc Company | Guaranty 03/37 6.375% | 730,000 | 771 |
| Macys Retail Hldgs Inc Company | Guaranty 04/29 6.900% | 490,000 | 555 |
| Macys Retail Hldgs Inc Company | Guaranty 07/24 6.650% | 390,000 | 447 |
| Macys Retail Hldgs Inc Company | Guaranty 07/34 6.700% | 835,000 | 910 |
| Macys Retail Hldgs Inc Company | Guaranty 09/28 6.700% | 220,000 | 239 |
| Myriad Int Holdings Bv Company | Guaranty 144A 07/20 6.000% | 1,275,000 | 1,379 |
| Myriad Int Holdings Bv Company | Guaranty 144A 07/25 5.500% | 1,575,000 | 1,586 |
| Navient Corp. | Sr Unsecured 06/18 8.450% | 1,300,000 | 1,401 |
| Navient Corp. | Sr Unsecured 09/17 4.625% | 275,000 | 279 |
| Nordstrom Inc | Sr Unsecured 03/28 6.950% | 125,000 | 151 |
| Petrobras Global Finance Company | Guaranty 01/20 5.750% | 290,000 | 294 |
| Petrobras Global Finance Company | Guaranty 05/23 4.375% | 1,525,000 | 1,332 |
| Petroleos Mexicanos Company | Guaranty 01/25 4.250% | 1,475,000 | 1,356 |
| Petroleos Mexicanos Company | Guaranty 01/45 6.375% | 1,250,000 | 1,138 |
| Petroleos Mexicanos Company | Guaranty 01/46 5.625% | 800,000 | 664 |
| Petroleos Mexicanos Company | Guaranty 06/35 6.625% | 1,425,000 | 1,404 |
| Petroleos Mexicanos Company | Guaranty 144A 03/27 6.500% | 650,000 | 670 |
| Provident Companies Inc | Sr Unsecured 03/28 7.250% | 245,000 | 290 |
| Relx Capital Company | Guaranty 01/19 8.625% | 275,000 | 309 |
| Relx Capital Company | Guaranty 10/22 3.125% | 1,240,000 | 1,229 |
| Rio Oil Finance Trust | Sr Secured 144A 01/27 9.750% | 2,745,482 | 2,526 |
| Rio Oil Finance Trust | Sr Secured 144A 07/24 9.250% | 2,618,101 | 2,461 |
| Royal Bk Scotlnd Grp | Plc Subordinated 12/22 6.125% | 2,250,000 | 2,392 |
| Royal Bk Scotlnd Grp | Plc Subordinated 12/23 6.000% | 1,100,000 | 1,143 |
| Telecom Italia Capital Company | Guaranty 06/18 6.999% | 1,135,000 | 1,209 |
| Telecom Italia Capital Company | Guaranty 06/19 7.175% | 1,825,000 | 2,021 |
| Telecom Italia Capital Company | Guaranty 06/38 7.721% | 550,000 | 572 |
| Telecom Italia Capital Company | Guaranty 07/36 7.200% | 425,000 | 419 |
| Telecom Italia Spa | Sr Unsecured 144A 05/24 5.303% | 750,000 | 733 |
| Time Warner Cable Inc Company | Guaranty 02/19 8.750% | 335,000 | 378 |
- Party-in-interest as defined by ERISA.
Column (d) Cost was omitted as all investments are participant-directed.
- 17 -
CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
EIN 94-0890210 PLAN NO. 001
SCHEDULE H - PART IV, LINE 4(i) - SCHEDULE OF ASSETS HELD
DECEMBER 31, 2016
(thousands of dollars)
| (a) | (c) | (e) | |
|---|---|---|---|
| Description of Investment Including | |||
| Identity of Issue, Borrower, | Maturity Date, Rate of Interest, | Number of | |
| Lessor, or Similar Party | Collateral, Par, or Maturity Value | Shares / Units | Current Value |
| Guaranty 02/20 5.000% | 80,000 | $ | |
|---|---|---|---|
| Time Warner Cable Inc Company | Guaranty 07/38 7.300% | 800,000 | 984 |
| Time Warner Cable Inc Company | Guaranty 09/21 4.000% | 760,000 | 780 |
| Time Warner Inc Company | Guaranty 04/31 7.625% | 885,000 | 1,200 |
| Time Warner Inc Company | Guaranty 05/32 7.700% | 1,180,000 | 1,599 |
| TransCanada Trust Company | Guaranty 05/75 VAR | 1,450,000 | 1,465 |
| TransCanada Trust Company | Guaranty 08/76 VAR | 450,000 | 468 |
| Ultrapar International SA Company | Guaranty 144A 10/26 5.250% | 1,125,000 | 1,102 |
| Union Pacific RR Co | 07 3 Pass Thru Ce 01/31 6.176% | 300,926 | 345 |
| UNP RR Co | 2006 Pass Trst Pass Thru Ce 07/30 5.866% | 408,522 | 458 |
| Unum Group | Sr Unsecured 02/28 7.190% | 110,000 | 126 |
| Unum Group | Sr Unsecured 12/28 6.750% | 75,000 | 85 |
| Verizon Communications | Sr Unsecured 01/36 4.272% | 3,467,000 | 3,318 |
| Verizon Communications | Sr Unsecured 09/43 6.550% | 1,375,000 | 1,717 |
| Vulcan Materials Co | Sr Unsecured 06/21 7.500% | 1,490,000 | 1,754 |
| Wells Fargo & Company | Subordinated 07/27 4.300% | 1,325,000 | 1,363 |
| Wells Fargo Bank NA | Unsecured 12/19 2.150% | 1,750,000 | 1,749 |
| Wells Fargo Bank NA | Unsecured 12/19 VAR | 900,000 | 902 |
| Xerox Corporation | Sr Unsecured 05/18 6.350% | 1,060,000 | 1,118 |
| Xerox Corporation | Sr Unsecured 05/21 4.500% | 395,000 | 411 |
| Xerox Corporation | Sr Unsecured 12/19 5.625% | 665,000 | 715 |
| Zoetis Inc | Sr Unsecured 11/20 3.450% | 450,000 | 462 |
| Zoetis Inc | Sr Unsecured 11/25 4.500% | 775,000 | 822 |
| Total Corporate bonds | 123,313 | ||
| Mortgages | |||
| Chase Issuance Trust Chait | Chait 2015 A2 A2 | 1,100,000 | 1,103 |
| Fannie Mae | Fnr 2007 47 PE | 446,812 | 479 |
| Fannie Mae | Fnr 2008 24 GD | 16,021 | 18 |
| Fannie Mae | Fnr 2009 40 TB | 47,248 | 52 |
| Fannie Mae | Fnr 2009 53 QM | 23,152 | 25 |
| Fannie Mae | Fnr 2010 123 WT | 417,157 | 484 |
| Fannie Mae | Fnr 2010 136 BA | 2,987,122 | 3,121 |
| Fannie Mae | Fnr 2013 101 CF | 1,743,831 | 1,759 |
| Fannie Mae | Fnr 2013 118 FB | 782,440 | 786 |
| Fannie Mae | Fnr 2013 26 FE | 1,167,483 | 1,159 |
| Fannie Mae Whole Loan | Fnw 2003 W2 1A2 | 75,620 | 87 |
| Fannie Mae Whole Loan | Fnw 2004 W2 5A | 55,008 | 62 |
| Fannie Mae Whole Loan | Fnw 2004 W8 3A | 39,571 | 45 |
| Fannie Mae Whole Loan | Fnw 2005 W1 1A3 | 67,326 | 79 |
| Fannie Mae Whole Loan | Fnw 2007 W10 1A | 140,256 | 156 |
| Fannie Mae Whole Loan | Fnw 2007 W10 2A | 40,957 | 45 |
| Federal Home Loan | PC Pool 1B1150 | 70,099 | 75 |
| Federal Home Loan | PC Pool 1G2080 | 81,874 | 87 |
| Federal Home Loan | PC Pool 1G2667 | 42,784 | 45 |
| Federal Home Loan | PC Pool 1H2581 | 75,093 | 79 |
| Federal Home Loan | PC Pool 1Q0479 | 98,844 | 104 |
| Federal Home Loan | PC Pool 1Q0556 | 45,108 | 48 |
| Federal Home Loan | PC Pool 1Q0557 | 78,840 | 84 |
| Federal Home Loan | PC Pool 1Q0558 | 106,022 | 112 |
| Federal Home Loan | PC Pool 1Q1400 | 405,391 | 431 |
| Federal Home Loan | PC Pool 2B2591 | 628,780 | 646 |
| Federal Home Loan | PC Pool 2B3797 | 963,993 | 984 |
- Party-in-interest as defined by ERISA.
Column (d) Cost was omitted as all investments are participant-directed.
- 18 -
CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
EIN 94-0890210 PLAN NO. 001
SCHEDULE H - PART IV, LINE 4(i) - SCHEDULE OF ASSETS HELD
DECEMBER 31, 2016
(thousands of dollars)
| (a) | (c) | (e) | |
|---|---|---|---|
| Description of Investment Including | |||
| Identity of Issue, Borrower, | Maturity Date, Rate of Interest, | Number of | |
| Lessor, or Similar Party | Collateral, Par, or Maturity Value | Shares / Units | Current Value |
| Federal Home Loan | PC Pool 781274 | 53,317 | $ |
|---|---|---|---|
| Federal Home Loan | PC Pool 782735 | 298,232 | 316 |
| Federal Home Loan | PC Pool 840380 | 1,611,116 | 1,644 |
| Federal Home Loan | PC Pool 840402 | 3,718,684 | 3,797 |
| Federal Home Loan | PC Pool 847671 | 41,445 | 44 |
| Federal Home Loan | PC Pool 848349 | 28,949 | 31 |
| Federal Home Loan | PC Pool 849254 | 1,014,768 | 1,057 |
| Federal Home Loan | PC Pool 849625 | 1,302,075 | 1,338 |
| Federal Home Loan | PC Pool C91857 | 1,143,083 | 1,214 |
| Federal Home Loan | PC Pool E02703 | 871,476 | 917 |
| Federal Home Loan | PC Pool G01665 | 117,366 | 132 |
| Federal Home Loan | PC Pool G01749 | 50,998 | 57 |
| Federal Home Loan | PC Pool G01767 | 36,701 | 42 |
| Federal Home Loan | PC Pool G01777 | 1,595,136 | 1,809 |
| Federal Home Loan | PC Pool G03081 | 31,057 | 36 |
| Federal Home Loan | PC Pool G04378 | 80,671 | 91 |
| Federal Home Loan | PC Pool G05603 | 22,155 | 25 |
| Federal Home Loan | PC Pool G05862 | 75,058 | 84 |
| Federal Home Loan | PC Pool G06238 | 70,967 | 81 |
| Federal Home Loan | PC Pool G06570 | 93,107 | 106 |
| Federal Home Loan | PC Pool G06932 | 806,972 | 923 |
| Federal Home Loan | PC Pool G07074 | 1,189,238 | 1,318 |
| Federal Home Loan | PC Pool G07568 | 1,815,257 | 1,958 |
| Federal Home Loan | PC Pool G07596 | 897,256 | 975 |
| Federal Home Loan | PC Pool G08583 | 2,406,840 | 2,584 |
| Federal Home Loan | PC Pool G12277 | 22,592 | 24 |
| Federal Home Loan | PC Pool G12339 | 69,268 | 73 |
| Federal Home Loan | PC Pool G12758 | 42,445 | 46 |
| Federal Home Loan | PC Pool G13338 | 44,407 | 48 |
| Federal Home Loan | PC Pool G13346 | 45,292 | 49 |
| Federal Home Loan | PC Pool G13854 | 850,401 | 895 |
| Federal Home Loan | PC Pool G14585 | 2,482,813 | 2,612 |
| Federal Home Loan | PC Pool G30305 | 30,879 | 34 |
| Federal Home Loan | PC Pool G30458 | 246,769 | 279 |
| Federal Home Loan | PC Pool G60034 | 1,369,762 | 1,472 |
| Federal Home Loan | PC Pool H09070 | 23,006 | 25 |
| Federal Home Loan | PC Pool H09203 | 15,206 | 16 |
| Federal Home Loan | PC Pool J08788 | 337,996 | 362 |
| Federal Natl Mtg Assn | Pool 256985 FN 11/37 Fixed 7.000% | 39,086 | 44 |
| Federal Natl Mtg Assn | Pool 310048 FN 02/38 Fixed Var | 26,973 | 31 |
| Federal Natl Mtg Assn | Pool 555285 FN 03/33 Fixed Var | 80,684 | 93 |
| Federal Natl Mtg Assn | Pool 677709 FN 02/33 Fixed 5.500% | 90,336 | 101 |
| Federal Natl Mtg Assn | Pool 725206 FN 02/34 Fixed Var | 28,640 | 32 |
| Federal Natl Mtg Assn | Pool 725228 FN 03/34 Fixed Var | 307,610 | 354 |
| Federal Natl Mtg Assn | Pool 725271 FN 02/19 Fixed Var | 3,637 | 4 |
| Federal Natl Mtg Assn | Pool 725330 FN 03/34 Fixed Var | 415,400 | 477 |
| Federal Natl Mtg Assn | Pool 725417 FN 04/18 Fixed Var | 3,023 | 3 |
| Federal Natl Mtg Assn | Pool 735415 FN 12/32 Fixed Var | 178,197 | 205 |
| Federal Natl Mtg Assn | Pool 735523 FN 12/19 Fixed Var | 6,385 | 7 |
| Federal Natl Mtg Assn | Pool 735869 FN 08/35 Floating Var | 36,518 | 39 |
| Federal Natl Mtg Assn | Pool 745238 FN 12/20 Fixed Var | 8,891 | 9 |
| Federal Natl Mtg Assn | Pool 745303 FN 01/36 Floating Var | 47,441 | 50 |
| Federal Natl Mtg Assn | Pool 745398 FN 06/35 Fixed Var | 44,814 | 52 |
| Federal Natl Mtg Assn | Pool 745942 FN 04/34 Fixed Var | 51,173 | 59 |
- Party-in-interest as defined by ERISA.
Column (d) Cost was omitted as all investments are participant-directed.
- 19 -
CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
EIN 94-0890210 PLAN NO. 001
SCHEDULE H - PART IV, LINE 4(i) - SCHEDULE OF ASSETS HELD
DECEMBER 31, 2016
(thousands of dollars)
| (a) | (c) | (e) | |
|---|---|---|---|
| Description of Investment Including | |||
| Identity of Issue, Borrower, | Maturity Date, Rate of Interest, | Number of | |
| Lessor, or Similar Party | Collateral, Par, or Maturity Value | Shares / Units | Current Value |
| Federal Natl Mtg Assn | Pool 832257 FN 08/35 Floating Var | 66,205 | $ |
|---|---|---|---|
| Federal Natl Mtg Assn | Pool 888136 FN 12/21 Fixed Var | 48,781 | 52 |
| Federal Natl Mtg Assn | Pool 888151 FN 01/21 Fixed Var | 39,826 | 41 |
| Federal Natl Mtg Assn | Pool 888262 FN 01/22 Fixed Var | 27,224 | 29 |
| Federal Natl Mtg Assn | Pool 888291 FN 03/22 Fixed Var | 90,007 | 97 |
| Federal Natl Mtg Assn | Pool 888365 FN 04/22 Fixed Var | 39,874 | 43 |
| Federal Natl Mtg Assn | Pool 888366 FN 04/37 Fixed Var | 700,703 | 823 |
| Federal Natl Mtg Assn | Pool 888559 FN 06/17 Fixed Var | 81,760 | 83 |
| Federal Natl Mtg Assn | Pool 888631 FN 08/22 Fixed Var | 70,097 | 75 |
| Federal Natl Mtg Assn | Pool 888891 FN 11/37 Fixed Var | 50,413 | 59 |
| Federal Natl Mtg Assn | Pool 888956 FN 03/36 Fixed Var | 129,758 | 148 |
| Federal Natl Mtg Assn | Pool 889390 FN 03/23 Fixed Var | 90,305 | 97 |
| Federal Natl Mtg Assn | Pool 889886 FN 12/37 Fixed Var | 73,788 | 85 |
| Federal Natl Mtg Assn | Pool 907860 FN 02/37 Floating Var | 91,565 | 97 |
| Federal Natl Mtg Assn | Pool 936482 FN 09/21 Fixed 6.000% | 27,091 | 29 |
| Federal Natl Mtg Assn | Pool 995005 FN 10/38 Floating Var | 50,386 | 53 |
| Federal Natl Mtg Assn | Pool 995212 FN 05/36 Fixed Var | 136,602 | 157 |
| Federal Natl Mtg Assn | Pool 995405 FN 10/23 Fixed Var | 148,606 | 160 |
| Federal Natl Mtg Assn | Pool 995487 FN 08/37 Fixed Var | 39,306 | 45 |
| Federal Natl Mtg Assn | Pool 995575 FN 09/36 Fixed Var | 31,345 | 35 |
| Federal Natl Mtg Assn | Pool 995597 FN 03/24 Fixed Var | 34,632 | 37 |
| Federal Natl Mtg Assn | Pool 995694 FN 12/38 Fixed Var | 27,827 | 31 |
| Federal Natl Mtg Assn | Pool 995788 FN 09/36 Fixed Var | 504,394 | 566 |
| Federal Natl Mtg Assn | Pool AB1763 FN 11/30 Fixed 4.000% | 428,886 | 455 |
| Federal Natl Mtg Assn | Pool AD0198 FN 09/38 Fixed Var | 199,834 | 224 |
| Federal Natl Mtg Assn | Pool AD0249 FN 04/37 Fixed Var | 241,983 | 271 |
| Federal Natl Mtg Assn | Pool AD0284 FN 01/24 Fixed Var | 65,429 | 69 |
| Federal Natl Mtg Assn | Pool AD0494 FN 08/37 Fixed Var | 37,420 | 42 |
| Federal Natl Mtg Assn | Pool AD0650 FN 09/39 Fixed Var | 45,263 | 51 |
| Federal Natl Mtg Assn | Pool AD0663 FN 06/36 Fixed Var | 185,327 | 208 |
| Federal Natl Mtg Assn | Pool AD0931 FN 07/35 Fixed Var | 62,400 | 70 |
| Federal Natl Mtg Assn | Pool AE0012 FN 09/38 Fixed Var | 144,539 | 168 |
| Federal Natl Mtg Assn | Pool AE0379 FN 08/24 Fixed Var | 34,017 | 36 |
| Federal Natl Mtg Assn | Pool AE0380 FN 10/24 Fixed Var | 129,859 | 140 |
| Federal Natl Mtg Assn | Pool AE0381 FN 12/24 Fixed Var | 571,438 | 610 |
| Federal Natl Mtg Assn | Pool AE0382 FN 10/24 Fixed Var | 93,939 | 101 |
| Federal Natl Mtg Assn | Pool AE0442 FN 01/39 Fixed Var | 143,042 | 162 |
| Federal Natl Mtg Assn | Pool AE0620 FN 05/24 Fixed Var | 90,371 | 98 |
| Federal Natl Mtg Assn | Pool AE0875 FN 01/25 Fixed Var | 125,086 | 135 |
| Federal Natl Mtg Assn | Pool AL0144 FN 11/37 Floating Var | 11,920 | 13 |
| Federal Natl Mtg Assn | Pool AL1043 FN 10/38 Floating Var | 83,027 | 88 |
| Federal Natl Mtg Assn | Pool AL2439 FN 06/26 Fixed Var | 372,475 | 398 |
| Federal Natl Mtg Assn | Pool AL4147 FN 01/25 Fixed Var | 554,671 | 589 |
| Federal Natl Mtg Assn | Pool AL4165 FN 01/31 Fixed Var | 3,867,345 | 4,162 |
| Federal Natl Mtg Assn | Pool AL4831 FN 02/44 Floating Var | 1,280,845 | 1,319 |
| Federal Natl Mtg Assn | Pool AL4980 FN 02/44 Floating Var | 666,404 | 686 |
| Federal Natl Mtg Assn | Pool AL5129 FN 04/44 Floating Var | 1,555,656 | 1,602 |
| Federal Natl Mtg Assn | Pool AL5441 FN 09/41 Fixed Var | 978,675 | 1,061 |
| Federal Natl Mtg Assn | Pool AL5749 FN 07/42 Fixed Var | 1,278,255 | 1,381 |
| Federal Natl Mtg Assn | Pool AL5931 FN 09/28 Fixed Var | 741,546 | 774 |
| Federal Natl Mtg Assn | Pool AL5957 FN 05/27 Fixed Var | 1,781,553 | 1,881 |
| Federal Natl Mtg Assn | Pool AL5968 FN 10/44 Floating Var | 2,296,094 | 2,350 |
| Federal Natl Mtg Assn | Pool AL6137 FN 07/21 Fixed Var | 372,079 | 399 |
| Federal Natl Mtg Assn | Pool AL7205 FN 12/29 Fixed Var | 1,024,609 | 1,069 |
- Party-in-interest as defined by ERISA.
Column (d) Cost was omitted as all investments are participant-directed.
- 20 -
CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
EIN 94-0890210 PLAN NO. 001
SCHEDULE H - PART IV, LINE 4(i) - SCHEDULE OF ASSETS HELD
DECEMBER 31, 2016
(thousands of dollars)
| (a) | (c) | (e) | |
|---|---|---|---|
| Description of Investment Including | |||
| Identity of Issue, Borrower, | Maturity Date, Rate of Interest, | Number of | |
| Lessor, or Similar Party | Collateral, Par, or Maturity Value | Shares / Units | Current Value |
| Pool AL7306 FN 09/42 Fixed Var | 1,890,836 | $ | |
|---|---|---|---|
| Federal Natl Mtg Assn | Pool AL7384 FN 09/45 Fixed Var | 1,041,041 | 1,125 |
| Federal Natl Mtg Assn | Pool AL8816 FN 09/45 Fixed Var | 2,179,208 | 2,344 |
| Federal Natl Mtg Assn | Pool AL9063 FN 02/31 Fixed Var | 2,096,010 | 2,197 |
| Federal Natl Mtg Assn | Pool AL9128 FN 02/46 Fixed Var | 432,731 | 466 |
| Federal Natl Mtg Assn | Pool AL9407 FN 09/42 Fixed Var | 581,822 | 629 |
| Federal Natl Mtg Assn | Pool AL9535 FN 11/46 Floating Var | 2,466,057 | 2,489 |
| Federal Natl Mtg Assn | Pool AO0810 FN 04/42 Floating Var | 2,740,000 | 2,871 |
| Federal Natl Mtg Assn | Pool AR6900 FN 03/43 Floating Var | 1,037,575 | 1,045 |
| Federal Natl Mtg Assn | Pool AS2666 FN 06/34 Fixed 4.000% | 302,523 | 320 |
| Federal Natl Mtg Assn | Pool AT7040 FN 09/44 Floating Var | 185,592 | 190 |
| Federal Natl Mtg Assn | Pool AW4688 FN 05/44 Floating Var | 970,230 | 995 |
| Federal Natl Mtg Assn | Pool AX2197 FN 12/44 Floating Var | 806,250 | 822 |
| Federal Natl Mtg Assn | Pool MA1814 FN 03/34 Fixed 4.000% | 2,464,811 | 2,617 |
| Federal Natl Mtg Assn | Pool MA2055 FN 10/34 Fixed 4.000% | 1,954,988 | 2,078 |
| Federal Natl Mtg Assn | Pool MA2141 FN 01/35 Fixed 4.000% | 2,235,908 | 2,372 |
| Federal Natl Mtg Assn | Pool MA2366 FN 08/35 Fixed 4.000% | 1,244,423 | 1,320 |
| Federal Natl Mtg Assn | Pool MA3894 FN 09/31 Fixed 4.000% | 860,377 | 913 |
| Freddie Mac | Fhr 3312 AB | 35,756 | 40 |
| Freddie Mac | Fhr 4283 EW | 873,208 | 935 |
| Freddie Mac | Fhr 4319 MA | 1,701,845 | 1,833 |
| Vendee Mortgage Trust | Vende 1997 2 Z | 85,636 | 96 |
| Total Mortgages | 93,549 | ||
| U.S. government securities | |||
| California St | Cas 03/40 Fixed 7.625% | 785,000 | 1,161 |
| California St | Cas 04/39 Fixed 7.550% | 400,000 | 592 |
| California St | Cas 10/19 Fixed 6.200% | 195,000 | 217 |
| California St | Cas 10/39 Fixed 7.300% | 710,000 | 1,005 |
| Illinois St | ILS 03/18 Fixed 5.665% | 2,100,000 | 2,173 |
| Illinois St | ILS 06/33 Fixed 5.100% | 1,450,000 | 1,282 |
| New Jersey St Turnpike Auth | NJSTRN 01/40 Fixed 7.414% | 375,000 | 542 |
| New Jersey St Turnpike Auth | NJSTRN 01/41 Fixed 7.102% | 1,070,000 | 1,497 |
| US Treasury | N/B 03/17 0.750% | 12,000,000 | 12,007 |
| US Treasury | N/B 05/17 0.875% | 7,000,000 | 7,007 |
| US Treasury | N/B 07/18 0.750% | 500,000 | 497 |
| US Treasury | N/B 09/17 0.625% | 10,000,000 | 9,986 |
| US Treasury | N/B 10/17 0.875% | 12,500,000 | 12,502 |
| US Treasury | N/B 11/18 1.000% | 3,500,000 | 3,489 |
| Total U.S. government securities | 53,957 | ||
| Asset backed securities | |||
| Small Business Administration | SBAP 2001 20L 1 | 17,403 | 18 |
| Small Business Administration | SBAP 2005 20E 1 | 28,068 | 30 |
| Small Business Administration | SBAP 2005 20G 1 | 27,959 | 30 |
| Small Business Administration | SBAP 2005 20I 1 | 33,376 | 35 |
| Small Business Administration | SBAP 2006 20A 1 | 34,843 | 37 |
| Small Business Administration | SBAP 2006 20C 1 | 48,289 | 52 |
| Small Business Administration | SBAP 2006 20G 1 | 90,951 | 100 |
| Small Business Administration | SBAP 2007 20A 1 | 66,411 | 71 |
| Small Business Administration | SBAP 2007 20C 1 | 104,556 | 113 |
| Small Business Administration | SBAP 2007 20D 1 | 98,104 | 106 |
- Party-in-interest as defined by ERISA.
Column (d) Cost was omitted as all investments are participant-directed.
- 21 -
CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN
EIN 94-0890210 PLAN NO. 001
SCHEDULE H - PART IV, LINE 4(i) - SCHEDULE OF ASSETS HELD
DECEMBER 31, 2016
(thousands of dollars)
| (a) | (c) | (e) | |
|---|---|---|---|
| Description of Investment Including | |||
| Identity of Issue, Borrower, | Maturity Date, Rate of Interest, | Number of | |
| Lessor, or Similar Party | Collateral, Par, or Maturity Value | Shares / Units | Current Value |
| SBAP 2007 20G 1 | 74,984 | $ | |||
|---|---|---|---|---|---|
| Total Assets | 675 | ||||
| Cash Equivalents | |||||
| * | State Street Bank & Trust Co | Short Term Investment Fund | 10,755,658 | 10,756 | |
| Receivables | 2,821 | ||||
| Liabilities | (3,693 | ) | |||
| TOTAL SEPARATE ACCOUNT | 284,152 | ||||
| TOTAL INVESTMENTS PER FINANCIAL STATEMENTS | 19,247,353 | ||||
| * | PARTICIPANT LOANS | Interest rates ranging from 2.23% to 9.76% | 135,116 | ||
| TOTAL INVESTMENTS PER FORM 5500 | $ 19,382,469 |
- Party-in-interest as defined by ERISA.
Column (d) Cost was omitted as all investments are participant-directed.
- 22 -
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
| CHEVRON EMPLOYEE SAVINGS INVESTMENT PLAN | |
|---|---|
| Date June 27, 2017 | /s/ Christine L. Cavallo |
| Chevron Corporation, Plan Administrator | |
| By: Christine L. Cavallo Assistant Secretary and Managing Counsel Chevron Corporation |
EXHIBIT INDEX
| Exhibit No. | Description |
|---|---|
| 23.1 | Consent of Independent Registered Public Accounting Firm, dated June 21, 2017. |