New insider Chevron Corp claimed ownership of 449,000 units of Class A Shares and claimed ownership of 78,979,190 units of Class B Shares (SEC Form 3)
$HESM
Oil & Gas Production
Energy
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 07/18/2025 |
3. Issuer Name and Ticker or Trading Symbol
Hess Midstream LP [ HESM ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class A Shares | 449,000 | I | See Footnote(1)(2) |
| Class B Shares | 78,979,190 | I | See Footnote(1)(2) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Opco Class B Units | (3) | (3) | Class A Shares | 78,979,190 | (3) | I | See Footnote(1)(2) |
| Explanation of Responses: |
| 1. On July 18, 2025, pursuant to the terms of the Agreement and Plan of Merger, dated October 22, 2023, by and among Hess Corporation ("Hess"), Chevron Corporation ("Chevron") and Yankee Merger Sub Inc., a direct, wholly owned subsidiary of Chevron ("Merger Subsidiary"), Chevron completed its previously announced acquisition of Hess, the indirect general partner of the Issuer, through the merger of Merger Subsidiary with and into Hess (the "Merger"), with Hess surviving and continuing as the surviving corporation in the Merger. As a result of the Merger, Hess became a direct, wholly owned subsidiary of Chevron. |
| 2. Represents securities held by Hess Investments North Dakota LLC ("HINDL"). HINDL is an indirect, wholly owned subsidiary of Hess. Hess is a direct, wholly owned subsidiary of Chevron. As a result, Chevron may be deemed to beneficially own the securities held of record by HINDL. Chevron disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. |
| 3. The Opco Class B Units may be converted at any time into Class A Shares on a one-to-one basis and have no expiration date. |
| /s/ Christine L. Cavallo, on behalf of Chevron Corporation | 07/18/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||