Vela Adam M 4
4 · Coterra Energy Inc. · Filed Feb 9, 2026
Research Summary
AI-generated summary of this filing
Coterra (CTRA) SVP Adam Vela Converts 21,739 Performance Shares
What Happened
Adam M. Vela, SVP & General Counsel of Coterra Energy (CTRA), had 21,739 performance shares convert into common stock on Feb 5, 2026 after the Compensation Committee certified payout. Of those shares, 8,555 were withheld by the company to satisfy tax withholding obligations — the withheld shares valued at $28.85 each, or about $246,812. The conversion shows an exercise/conversion price of $0 (these were performance-share conversions, not option purchases).
Key Details
- Transaction date: February 5, 2026 (Form 4 filed Feb 9, 2026; filing appears timely).
- Shares converted/acquired: 21,739 performance shares converted one-for-one into common stock (code M).
- Shares withheld for taxes: 8,555 shares withheld (code F) at $28.85 = $246,812 (this withholding is not a sale by the reporting person).
- Exercise/conversion price: $0 per share (conversion of performance shares, not an option exercise requiring cash).
- Shares owned after transaction: Not disclosed in the Form 4.
- Relevant footnotes: Award granted Feb 21, 2023; performance period Feb 1, 2023–Jan 31, 2026; award vests 0–200% with up to 100% payable in stock and any portion above 100% payable in cash.
Context
This was a vesting/conversion of performance-based equity and routine tax withholding — not an open-market buy or sale that signals active trading by the insider. Performance shares converting to stock with company withholding for taxes is a common administrative step following certification of award results.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1][F2][F3]2026-02-05+21,739→ 108,422 total - Tax Payment
Common Stock
[F4]2026-02-05$28.85/sh−8,555$246,812→ 99,867 total - Exercise/Conversion
Performance Shares
[F5][F3][F1][F6]2026-02-05−21,739→ 0 totalExp: 2026-01-31→ Common Stock (21,739 underlying)
Footnotes (6)
- [F1]On February 5, 2026, the Compensation Committee of the Issuer certified the performance shares earned resulting in full vesting of the portion payable in common stock and the remainder amount paid to the reporting person in cash.
- [F2]Represents shares of common stock earned as a result of the certification by the Compensation Committee of the Issuer to the achievement of certain performance criteria under the terms of the performance share award agreement granted on February 21, 2023.
- [F3]Each performance share earned (up to 100% of the performance shares awarded) converted into common stock on a one-for-one basis.
- [F4]Represents shares of common stock withheld by the Issuer to satisfy the reporting person's tax obligations relating to the vesting of a previously disclosed award of performance shares, not a sale transaction by the reporting person.
- [F5]On February 21, 2023, the reporting person received a grant of performance shares. The performance share award agreement provides for vesting between 0% and 200% of the performance shares awarded (payable in common stock up to 100% of the performance shares awarded and, for vesting above 100% in cash) based upon the achievement of certain performance criteria over a three-year performance period beginning February 1, 2023 and ending January 31, 2026.
- [F6]Represents the number of performance shares awarded on February 21, 2023.