Crescent Energy Co·4

May 11, 4:05 PM ET

LIBERTY MUTUAL HOLDING Co INC. 4

4 · Crescent Energy Co · Filed May 11, 2026

Research Summary

AI-generated summary of this filing

Updated

Crescent Energy (CRGY) 10% Holder Liberty Mutual Foundation Sells Shares

What Happened
Liberty Mutual Foundation Inc., reported as a 10% holder of Crescent Energy Company (CRGY), sold 32,600,000 shares of Class A Common Stock in an open-market/private block sale on May 7, 2026. The shares were disposed at $12.33 per share for total proceeds of $401,958,000. This was a sale (not a purchase); such large institutional sell-offs can be routine (e.g., portfolio rebalancing or block trades) rather than an executive signal.

Key Details

  • Transaction date: May 7, 2026. Price: $12.33 per share. Shares sold: 32,600,000. Total value: $401,958,000. Transaction code: S (sale).
  • Trade executed as a block trade pursuant to Rule 144 (footnote F1).
  • Filing date / Form 4 filed: May 11, 2026 (filed within the standard two business-day Form 4 window).
  • Ownership after transaction: not specified in the provided summary of the filing.
  • Beneficial ownership notes: Liberty Energy Holdings, LLC (LEH) may be deemed to beneficially own the Foundation’s shares due to common control but is stated to have no pecuniary interest (F2–F5). The Report contains customary disclaimers by the related record holders.
  • Additional note (F6): discloses an LEH officer (Bevin Brown) previously served as a director and had RSUs tied to board service; these RSUs and director compensation arrangements are described but are separate from this block sale.

Context: This filing reflects an institutional block sale by a 10% holder rather than insider executive stock sales. For retail investors, purchases by insiders often carry more interpretive weight as a bullish sign; large institutional sales can reflect portfolio management or liquidity needs and are not direct evidence of company-specific negative views.

Insider Transaction Report

Form 4Exit
Period: 2026-05-07
Transactions
  • Sale

    Class A Common Stock

    [F1][F2][F3][F4][F5][F6]
    2026-05-07$12.33/sh32,600,000$401,958,0004,213,628 total
Holdings
  • Class A Common Stock

    [F3][F4][F5][F6]
    (indirect: See Footnotes)
    80,783
Footnotes (6)
  • [F1]Represents shares of Class A Common Stock sold by Liberty Mutual Foundation Inc. (the "Foundation") in a block trade pursuant to Rule 144 of the Securities Act of 1933, as amended.
  • [F2]Liberty Energy Holdings, LLC ("LEH") may be deemed to beneficially own the shares held by the Foundation due to their common control but have no pecuniary interest in such shares.
  • [F3]The sole member of LEH is Liberty Mutual Insurance Company ("Liberty Mutual"), which is wholly owned by Liberty Mutual Group Inc. The sole shareholder of Liberty Mutual Group Inc. is LMHC Massachusetts Holdings Inc., whose sole shareholder is Liberty Mutual Holding Company Inc. Because Liberty Mutual Holding Company Inc. is a mutual holding company, its members are entitled to vote at meetings of the company. No such member is entitled to cast 5% or more of the votes.
  • [F4](Continued from Footnote 3) Each of The Foundation, LEH, Liberty Mutual, Liberty Mutual Group Inc., LMHC Massachusetts Holdings Inc. and Liberty Mutual Holding Company Inc. (collectively, the "Record Holders") directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to be the indirect beneficial owner of some or all of the equity interests referred to in note 6 owned by the Record Holders.
  • [F5](Continued from Footnote 4) Each Record Holder disclaims beneficial ownership of such equity interests reported herein, except to the extent of its pecuniary interest therein, and, with respect to each of the Record Holders, except to the extent of its respective direct ownership reported herein, and this report shall not be deemed an admission that the Record Holders are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
  • [F6]Bevin Brown is an officer of LEH and served on the Board of Directors of Crescent Energy Company (the "Issuer") until May 5, 2026, as a nominee of PT Independence Energy Holdings LLC, an affiliate of LEH. The Issuer previously granted to Ms. Brown pursuant to the Crescent Energy Company 2021 Equity Incentive Plan, in her capacity as a director of the Issuer, and to another officer of LEH who previously served on the Board of Directors of the Issuer as a nominee of PT Independence Energy Holdings LLC, restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Class A Common Stock. Ms. Brown and such other LEH officer have agreed that they will not receive any separate compensation for serving as a director of the Issuer and will transfer to LEH any director compensation received from the Issuer, including any shares received in settlement of the RSUs.

Documents

1 file
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    ownership.xmlPrimary

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