Chevron Corporation filed a Form 8-K with the U.S. Securities and Exchange Commission on February 26, 2025, announcing a debt issuance by its wholly owned subsidiary, Chevron U.S.A. Inc. (CUSA).

CUSA has issued seven series of notes totaling $5.5 billion under an existing indenture:
- 4.405% Notes Due 2027 – $750 million
- Floating Rate Notes Due 2027 – $750 million
- 4.475% Notes Due 2028 – $1 billion
- Floating Rate Notes Due 2028 – $500 million
- 4.687% Notes Due 2030 – $1.1 billion
- 4.819% Notes Due 2032 – $650 million
- 4.980% Notes Due 2035 – $750 million

These notes are issued under an indenture dated August 12, 2020, and a third supplemental indenture dated February 26, 2025, with Deutsche Bank Trust Company Americas as the trustee. Chevron Corporation fully and unconditionally guarantees the obligations under these notes on an unsecured and unsubordinated basis.

The fixed-rate notes will pay interest semi-annually, while the floating-rate notes will pay interest quarterly based on compounded SOFR plus a margin (0.36% for the 2027 floating rate notes and 0.47% for the 2028 floating rate notes).

Chevron U.S.A. Inc. retains the right to redeem the fixed-rate notes before maturity, subject to specific terms outlined in the final prospectus supplement. However, the floating-rate notes cannot be redeemed before maturity.

The offering was conducted under a $5 billion underwriting agreement with Barclays Capital Inc., BofA Securities, Inc., and J.P. Morgan Securities LLC as representatives of the underwriters.

This filing includes legal opinions from Morgan, Lewis & Bockius LLP and Pillsbury Winthrop Shaw Pittman LLP regarding the validity of the issuance.