DEVON ENERGY CORP/DE·4

May 19, 5:30 PM ET

JORDEN THOMAS E 4

4 · DEVON ENERGY CORP/DE · Filed May 19, 2026

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Devon Energy (DVN) Director Thomas Jorden Withholds Shares for Taxes

What Happened Thomas E. Jorden, a director of Devon Energy Corporation (DVN), reported tax‑withholding dispositions related to vested restricted stock units (RSUs) and a separate gift transfer. On May 15, 2026, Devon withheld a total of 204,956 shares to satisfy tax obligations (four withholding entries: two of 52,806 shares at $49.49 each, and two of 49,672 shares at $49.49 each), with a combined reported value of $10,143,272. The filing also reports a gift transfer of 315,892 shares (reported as both disposed and acquired at $0.00).

Key Details

  • Transaction date: May 15, 2026; Form 4 filed May 19, 2026 (timely within the 2 business‑day window).
  • Withheld shares: 2 × 52,806 shares @ $49.49 (each reported value $2,613,369) and 2 × 49,672 shares @ $49.49 (each reported value $2,458,267); total withheld = 204,956 shares, $10,143,272.
  • Gift transfer: 315,892 shares reported as a gift (no cash consideration; $0.00).
  • Shares owned after transaction: Not stated in the provided filing details.
  • Footnote: The withholding followed acceleration and vesting of Devon RSUs after the closing of Devon’s merger with Coterra and the reporting person’s separation from Coterra. The F‑code withholding entries represent shares retained by Devon to cover tax obligations, not a market sale.

Context

  • The withholding is a tax‑covering action (transaction code F) tied to RSU vesting; it is not an open‑market sale and does not by itself indicate insider sentiment.
  • Gift transfers (code G) likewise do not necessarily reflect trading intent or market views; they are non‑sale transfers of shares.

Insider Transaction Report

Form 4
Period: 2026-05-15
Transactions
  • Tax Payment

    Common Stock

    [F1]
    2026-05-15$49.49/sh52,806$2,613,369468,042 total
  • Tax Payment

    Common Stock

    [F1]
    2026-05-15$49.49/sh49,672$2,458,267418,370 total
  • Tax Payment

    Common Stock

    [F1]
    2026-05-15$49.49/sh52,806$2,613,369365,564 total
  • Tax Payment

    Common Stock

    [F1]
    2026-05-15$49.49/sh49,672$2,458,267315,892 total
  • Gift

    Common Stock

    2026-05-15315,8920 total
  • Gift

    Common Stock

    2026-05-15+315,8922,408,753 total(indirect: By Trust)
Footnotes (1)
  • [F1]On May 7, 2026, pursuant to the Agreement and Plan of Merger entered into on February 1, 2026, by and among Devon Energy Corporation (''Devon''), Coterra Energy Inc. (''Coterra") and Cubs Merger Sub, Inc. ("Merger Sub"), Coterra merged with and into Merger Sub, with Coterra surviving as a wholly owned subsidiary of Devon (the "Merger"). In connection with the closing of the Merger, the reporting person's employment with Coterra terminated and certain Devon restricted stock units accelerated and vested pursuant to a separation agreement between the reporting person and Coterra. The vesting of such restricted stock units was effective on May 15, 2026, following the expiration of the revocation period under such separation agreement. The reported disposition represents shares of Devon common stock withheld by Devon to satisfy the reporting person's tax obligations related to the vesting of the applicable restricted stock units, not a sale transaction by the reporting person.
Signature
/s/ Edward T. Highberger, Attorney-in-Fact|2026-05-19

Documents

1 file
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT