Coterra Energy Inc.·4

May 11, 4:46 PM ET

Hernandez Jacinto J 4

4 · Coterra Energy Inc. · Filed May 11, 2026

Research Summary

AI-generated summary of this filing

Updated

Coterra (CTRA) Director Jacinto J. Hernandez Disposes 9,717 Shares

What Happened
Director Jacinto J. Hernandez reported a disposition of 9,717 shares of Coterra common stock on May 7, 2026. The transaction shows $0 cash proceeds because the shares were converted as part of Coterra’s merger with Devon Energy — each Coterra share was converted into the right to receive 0.7 shares of Devon common stock under the merger agreement.

Key Details

  • Transaction date: 2026-05-07; Form 4 filed: 2026-05-11 (filed within the usual 2-business-day SEC window).
  • Reported disposition: 9,717 shares at $0.00 per share; total reported proceeds $0.
  • Footnote F1: Under the merger agreement (Feb 1, 2026), each Coterra share was converted into the right to receive 0.7 Devon shares.
  • Footnote F2: The 9,717 includes 9,293 shares that were deferred, vested restricted stock units (Deferred RSU Awards) that were converted into restricted stock units covering Devon shares equal to 0.7× the original Coterra shares.
  • Shares owned after the transaction: not specified in the provided filing.

Context
This was not an open-market sale or a typical insider cash sale — the reporting person’s Coterra shares were converted into Devon consideration as part of the merger, which is a corporate reorganization rather than a trade that signals buying or selling intent. Deferred RSUs were treated similarly and converted into Devon RSUs on the same 0.7 exchange ratio.

Insider Transaction Report

Form 4Exit
Period: 2026-05-07
Transactions
  • Disposition to Issuer

    Common Stock

    [F1][F2]
    2026-05-079,7170 total
Footnotes (2)
  • [F1]Pursuant to the Agreement and Plan of Merger entered into on February 1, 2026, by and among the Issuer, Devon Energy Corporation ("Devon") and Cubs Merger Sub, Inc., as of the effective time of the transactions contemplated thereby (the "Effective Time"), each share of the Issuer's common stock, par value $0.10 per share ("Issuer Common Stock"), held by the Reporting Person as of immediately prior to the Effective Time was converted into the right to receive 0.7 shares of Devon common stock, par value $0.10 per share ("Devon Common Stock").
  • [F2]This amount includes 9,293 shares of Issuer Common Stock subject to deferred awards of vested restricted stock units ("Deferred RSU Awards") held by the Reporting Person that, as of the Effective Time, were converted, on the same terms and conditions, into restricted stock unit awards covering a total number of shares of Devon Common Stock equal to the product of (i) the total number of shares of Issuer Common Stock subject to such Deferred RSU Awards as of immediately prior to the Effective Time, multiplied by (ii) 0.7.
Signature
/s/ Marcus G. Bolinder, attorney-in-fact|2026-05-11

Documents

1 file
  • 4
    wk-form4_1778532402.xmlPrimary

    FORM 4