Statement of Changes in Beneficial Ownership (4)
May 07 2021 - 6:11PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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
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HESS JOHN B |
2. Issuer Name and Ticker or Trading Symbol
HESS CORP
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HES
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer |
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(Last)
(First)
(Middle)
HESS CORPORATION, 1185 AVENUE OF THE AMERICAS |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/6/2021 |
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(Street)
NEW YORK, NY 10036
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock, $1.00 par value | 5/6/2021 | | M(1) | | 219138 | A | $48.48 | 427147 | D | |
| Common Stock, $1.00 par value | 5/6/2021 | | S | | 219138 | D | $80.05 | 208009 | D | |
| Common Stock, $1.00 par value | 5/6/2021 | | M(1) | | 213945 | A | $48.31 | 421954 | D | |
| Common Stock, $1.00 par value | 5/6/2021 | | S(2) | | 25000 | D | $80.73 | 396954 | D | |
| Common Stock, $1.00 par value | 5/6/2021 | | S | | 188945 | D | $79.08 | 208009 | D | |
| Common Stock, $1.00 par value | 5/6/2021 | | M(1) | | 176775 | A | $51.03 | 384784 | D | |
| Common Stock, $1.00 par value | 5/6/2021 | | S(3) | | 176775 | D | $80.03 | 208009 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Option to purchase Common Stock | $44.31 | 5/6/2021 | | M | | | 71315 | 3/1/2017 | 3/1/2026 | Common Stock, $1.00 par value | 71315 | $0.00 | 0 | D | |
| Option to purchase Common Stock | $44.31 | 5/6/2021 | | M | | | 71315 | 3/1/2018 | 3/1/2026 | Common Stock, $1.00 par value | 71315 | $0.00 | 0 | D | |
| Option to purchase Common Stock | $44.31 | 5/6/2021 | | M | | | 71315 | 3/1/2019 | 3/1/2026 | Common Stock, $1.00 par value | 71315 | $0.00 | 0 | D | |
| Option to purchase Common Stock | $51.03 | 5/6/2021 | | M | | | 58925 | 3/6/2018 | 3/6/2027 | Common Stock, $1.00 par value | 58925 | $0.00 | 0 | D | |
| Option to purchase Common Stock | $51.03 | 5/6/2021 | | M | | | 58925 | 3/6/2019 | 3/6/2027 | Common Stock, $1.00 par value | 58925 | $0.00 | 0 | D | |
| Option to purchase Common Stock | $51.03 | 5/6/2021 | | M | | | 58925 | 3/6/2020 | 3/6/2027 | Common Stock, $1.00 par value | 58925 | $0.00 | 0 | D | |
| Option to purchase Common Stock | $48.48 | 5/6/2021 | | M | | | 73046 | 3/6/2019 | 3/6/2028 | Common Stock, $1.00 par value | 73046 | $0.00 | 0 | D | |
| Option to purchase Common Stock | $48.48 | 5/6/2021 | | M | | | 73046 | 3/6/2020 | 3/6/2028 | Common Stock, $1.00 par value | 73046 | $0.00 | 0 | D | |
| Option to purchase Common Stock | $48.48 | 5/6/2021 | | M | | | 73046 | 3/6/2021 | 3/6/2028 | Common Stock, $1.00 par value | 73046 | $0.00 | 0 | D | |
| Explanation of Responses: |
| (1) | Common Stock acquired upon exercise of options granted under the Corporation's Long-Term Incentive Plans. |
| (2) | The reported sales transactions were executed at prices ranging from $80.63 to $80.78. The price reported above reflects the weighted average sales 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 reported on this form were effected. |
| (3) | The reported sales transactions were executed at prices ranging from $80.00 to $80.99. The price reported above reflects the weighted average sales price. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
HESS JOHN B
HESS CORPORATION
1185 AVENUE OF THE AMERICAS
NEW YORK, NY 10036 | X | X | Chief Executive Officer |
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Signatures
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| Barry Schachter for John B. Hess | | 5/7/2021 |
| **Signature of Reporting Person | Date |
Hess (NYSE:HES)
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