Form 8-K VALERO ENERGY CORP/TX For: Oct 28

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section�13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October�28, 2014

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VALERO ENERGY CORPORATION

(Exact name of registrant as specified in its charter)

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Delaware	�	1-13175	�	74-1828067
(State or other jurisdiction of incorporation)	�	(Commission File Number)	�	(IRS Employer Identification No.)

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One Valero Way	�
San Antonio, Texas	�	78249
(Address of principal executive offices)	�	(Zip Code)

Registrant�s telephone number, including area code: (210)�345-2000

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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�	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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�	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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�	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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�	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item�5.02

Departure of Directors or Certain Officers; Election of Directors

On October�28, 2014, Valero Energy Corporation (�Valero� or the �Company�) announced that William R. Klesse has elected to retire from his position as Chairman of the Board effective December�30, 2014, and that the board of directors has elected Joseph�W. Gorder, currently Chief Executive Officer and President, as Chairman of the Board to succeed Mr.�Klesse, effective December�31, 2014. A copy of the Company�s press release is filed with this report as Exhibit 99.01 and is incorporated herein by reference.

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Item�9.01

Financial Statements and Exhibits.

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(d)

Exhibits.

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99.01	��	Press release dated October�28, 2014.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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	�		�	VALERO ENERGY CORPORATION
Date: October�28, 2014	�		�	by:	�	/s/ Jay D. Browning
	�		�		�	Jay D. Browning
	�		�		�	Executive Vice President and General Counsel

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Exhibit 99.01

Bill Klesse to Step Down as Valero Chairman December�30, 2014

CEO Joe Gorder to Assume Chairman Position

SAN ANTONIO, October�28, 2014 � Valero Energy Corporation (NYSE: VLO) announced today that Bill Klesse, 68, has chosen to step down as Chairman of the Board effective December�30, 2014. Joe Gorder, 57, Chief Executive Officer and President, has been elected by the Board of Directors to the role of Chairman to succeed Klesse effective December�31, 2014.

�I would like to thank our employees, Valero�s stockholders, our customers and suppliers, and our communities where we live and work for the support they have given Valero and me,� Klesse said. �I ask that these same stakeholders continue to give Joe the same support they have given me. Our succession plan has been in place for some time and has progressed as planned with the complete involvement and support of our Board of Directors.�

Klesse became CEO at the end of 2005 and was named Chairman of the Board in 2007. He stepped down as CEO on May�1, 2014. He has spent his entire 45-year career with Valero and its predecessor companies.

�Bill has done a great job of leading Valero, and he has positioned the company very well to continue to succeed,� Gorder said. �Our Board and our employees are truly grateful for Bill�s leadership and service to Valero, and we wish him continued health and happiness as he begins the next chapter of his life.�

About Valero

Valero Energy Corporation, through its subsidiaries, is an international manufacturer and marketer of transportation fuels, other petrochemical products and power. Valero subsidiaries employ approximately 10,000 people, and assets include 15 petroleum refineries with a combined throughput capacity of approximately 2.9�million barrels per day, 11 ethanol plants with a combined production capacity of 1.3 billion gallons per year, a 50-megawatt wind farm, and renewable diesel production from a joint venture. Through subsidiaries, Valero owns the general partner of Valero Energy Partners LP (NYSE: VLP), a midstream master limited partnership. Approximately 7,400 outlets carry the Valero, Diamond Shamrock, Shamrock and Beacon brands in the United States and the Caribbean; Ultramar in Canada; and Texaco in the United Kingdom and Ireland. Valero is a Fortune 500 company based in San Antonio. Please visit www.valero.com for more information.

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Valero Contacts

Investors:

John Locke, Executive Director � Investor Relations, 210-345-3077

Karen Ngo, Manager � Investor Relations, 210-345-4574

Media: Bill Day, Vice President � Communications, 210-345-2928

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