CHEVRON CORP — Director's Dealing 2012

Feb 28, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CHEVRON CORP (CVX)
CIK: 0000093410
Period of Report: 2012-02-24

Reporting Person: WATSON JOHN S (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-24	Common Stock	M	115000	$56.76	Acquired	131794	Direct
2012-02-24	Common Stock	M	125000	$56.63	Acquired	256794	Direct
2012-02-24	Common Stock	S	180000	$109.0909	Disposed	76794	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-24	Non-Qualified Stock Option (Right to Buy)	$56.76	M	115000	Disposed	2015-06-29	Common Stock (115000)	Direct
2012-02-24	Non-Qualified Stock Option (Right to Buy)	$56.63	M	125000	Disposed	2016-03-23	Common Stock (125000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	21275	Indirect

Footnotes

F1: This transaction was executed in multiple trades priced between $109.01 and $109.22. The price reported above reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.

F2: Includes 4,272 shares previously reported as indirectly owned by GRAT and by Spouse GRAT which became directly owned on October 28, 2011 and December 22, 2011.

F3: Between June 28, 2011 and February 24, 2012, the reporting person acquired 512 shares of Chevron Common Stock under the Chevron Employee Savings Investment Plan, a 401(k) plan.

F4: One-third of the shares subject to the option vested on each of the first, second and third anniversaries of the date of grant.