Bhullar Harminder S. 4

Accession 0001628280-26-003271

CIK 0001035002other

Filed

Jan 22, 7:00 PM ET

Accepted

Jan 23, 4:02 PM ET

Size

16.3 KB

Accession

0001628280-26-003271

AI-generated summary of this filing

Updated Jan 23, 2026

Valero (VLO) CFO Harminder Bhullar Receives Performance Shares

What Happened

Harminder S. Bhullar, SVP & CFO of Valero Energy (VLO), had previously awarded performance shares settle on Jan 21, 2026. The filing shows conversion/exercise (code M) of a total of 9,757 performance-based units into common stock (no cash exercise price).
Of those, 6,284 shares are reported as acquired and 3,473 as derivative-converted then disposed/withheld. The company withheld/disposed a total of 4,399 shares to cover tax obligations and related settlement: 2,517 shares withheld for tax (code F) at $190.33/share = $479,061, and 1,882 shares surrendered/disposed to the issuer (code D) at $190.33/share = $358,201. Combined withholding/surrender value = $837,262.
Net shares retained by Bhullar after withholding: 5,358 shares (approximate market value at $190.33 = ~$1.02 million). The acquired shares show $0 exercise price because these were performance-share settlements, not priced option purchases.

Key Details

Transaction date: Jan 21, 2026; Form 4 filed Jan 23, 2026 (filed timely).
Prices shown: exercise/conversion at $0 (award settlement); withholding/disposition at $190.33/share.
Gross converted shares: 9,757; shares withheld/surrendered: 4,399; net retained: 5,358.
Cash value surrendered for taxes/disposition: $837,262; net retained value ~ $1.02M at $190.33/share.
Footnotes: awards settled at varying payout levels under Performance Share Agreements — F1 = 175%, F2 = 200%, F3 = 150% of base award.
Shares owned after transaction: not specified in the provided filing excerpt.

Context

These entries reflect settlement of performance share awards (code M) and routine withholding/surrender to cover taxes (codes F and D). This is not an open-market sale or purchase — it’s compensation-related conversion and net settlement.
For retail investors: such settlements are common executive compensation events and do not necessarily signal a buy/sell decision. Codes: M = exercise/conversion of derivative (here performance shares), F = tax withholding, D = disposition to issuer.

Form 4

Period: 2026-01-21

SVP & CFO

Transactions

Exercise/Conversion
Common Stock
2026-01-21+1,974→ 23,486 total
Exercise/Conversion
Common Stock
2026-01-21+2,246→ 25,732 total
Exercise/Conversion
Common Stock
2026-01-21+2,064→ 27,796 total
Tax Payment
Common Stock
2026-01-21$190.33/sh−2,517$479,061→ 25,279 total
Disposition to Issuer
Common Stock
2026-01-21$190.33/sh−1,882$358,201→ 23,397 total
Exercise/Conversion
Performance Shares
[F1]
2026-01-21−1,056→ 0 total
Exercise: $0.00→ Common Stock (1,974 underlying)
Exercise/Conversion
Performance Shares
[F2]
2026-01-21−1,073→ 1,073 total
Exercise: $0.00→ Common Stock (2,246 underlying)
Exercise/Conversion
Performance Shares
[F3]
2026-01-21−1,344→ 2,686 total
Exercise: $0.00→ Common Stock (2,064 underlying)

Footnotes (3)

[F1]Settlement of previously awarded performance shares at 175% of base pursuant to terms of a Performance Share Agreement.
[F2]Settlement of previously awarded performance shares at 200% of base pursuant to terms of a Performance Share Agreement.
[F3]Settlement of previously awarded performance shares at 150% of base pursuant to terms of a Performance Share Agreement.

Signature

/s/ Ethan A. Jones as Attorney-in-Fact for Harminder S. Bhullar|2026-01-23

1 file

VALERO ENERGY CORP/TX

CIK 0001035002

Entity typeother