SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Gorder Joseph W
(Last) (First) (Middle)
P.O. BOX 696000
(Street)
SAN ANTONIO TX 78269-6000
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
VALERO ENERGY CORP/TX [ VLO ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/14/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/14/2023 M 31,770 A $39.665 653,642 D
Common Stock 08/14/2023 M 43,810 A $48.565 697,452 D
Common Stock 08/14/2023 S 31,770 D $135.9935 665,682 D
Common Stock 08/14/2023 S 43,810 D $135.9935 621,872 D
Common Stock 08/14/2023 G 30,000 D $0 591,872 D
Common Stock 08/14/2023 G 7,000 D $0 584,872 D
Common Stock 08/14/2023 G 7,000 D $0 577,872(1) D
Common Stock 08/14/2023 G 7,000 A $0 7,000(2) I Family Trust II
Common Stock 08/14/2023 G 7,000 A $0 7,000(3) I Family Trust III
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Employee Stock Option (right to buy) $39.665 08/14/2023 M 31,770 11/08/2013 11/08/2023 Common Stock 31,770 $0 0 D
Employee Stock Option (right to buy) $48.565 08/14/2023 M 43,810 10/23/2014 10/23/2024 Common Stock 43,810 $0 0 D
Explanation of Responses:
1. The 577,872 amount does not include 4,183.544 shares indirectly held by the reporting person in a thrift plan or 14,000 shares held indirectly in family trusts of which the reporting person is the trustee.
2. On Aug. 14, 2023, the reporting person gifted 7,000 shares of VLO common stock to the Family Trust II of which the reporting person is the trustee and an immediate family member of the reporting person is the beneficiary.
3. On Aug. 14, 2023, the reporting person gifted 7,000 shares of VLO common stock to the Family Trust III of which the reporting person is the trustee and an immediate family member of the reporting person is the beneficiary.
Remarks:
/s/ Ethan A. Jones as Attorney-in-Fact for Joseph W. Gorder 08/16/2023
** 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 4 (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.
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