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Coterra Energy Inc.·4

May 11, 4:47 PM ET

JORDEN THOMAS E 4

Research Summary

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Updated

Coterra (CTRA) CEO Thomas Jorden Converts Awards, Withholds Shares

What Happened

  • Thomas E. Jorden, Coterra’s CEO, President and a director, reported conversion/vesting of equity awards in connection with Coterra’s merger with Devon (effective 2026-05-07). The filing shows 191,132 shares acquired via exercise/conversion of derivative awards and multiple dispositions to the issuer for tax withholding and conversion. The issuer withheld 75,211 shares to satisfy tax obligations related to vesting (reported value $2,448,870).

Key Details

  • Transaction date: 2026-05-07; Form 4 filed 2026-05-11 (filed on time).
  • Acquired: 191,132 shares via exercise/conversion of derivative awards (reported at $0.00 — conversion/vesting, not a cash purchase).
  • Withheld for taxes: 75,211 shares at $32.56 reported (value ~$2,448,870) — these were withheld by the issuer to cover tax obligations, not an open-market sale.
  • Large conversions/dispositions to issuer: filings show 372,033 and 2,989,802 shares (and other award-related share amounts) converted or transferred in connection with the merger and award conversions.
  • Gift reported: 231,842 shares (reported as gift transactions) — gifts do not necessarily signal trading sentiment.
  • Shares owned after transaction: not specified in the provided filing excerpt.
  • Relevant footnotes:
    • Awards (time-vesting RSUs and 2024 PSUs) accelerated/vested at the merger Effective Time and were converted or settled per the merger terms.
    • Certain amounts were converted into rights to receive Devon common stock at a 0.7 exchange ratio (per Merger Agreement).
    • Withheld shares represent tax withholding by the issuer, not sales by the insider.

Context

  • These entries reflect award vesting and contractual conversions tied to the merger, not routine open-market purchases or sales. The reported tax-withholding shares were retained by the issuer to satisfy tax liabilities (a common cashless-like settlement), and many outstanding Coterra awards/shareholdings were converted into Devon equity under the merger terms. Gifts are transfers and do not imply the insider’s market view.