DeShazer Michael D. 4
4 · DEVON ENERGY CORP/DE · Filed May 11, 2026
Research Summary
AI-generated summary of this filing
Devon Energy (DVN) EVP Michael DeShazer Receives RSU Awards
What Happened
- Michael D. DeShazer, EVP, Exploration & Production at Devon Energy (DVN), was credited with a total of 204,321 Devon share-equivalents on May 7, 2026 as part of Devon’s acquisition of Coterra. The Form 4 shows four acquisitions: 63,779 and 70,271 Devon shares (stock conversion) and 36,722 and 33,549 Devon restricted stock units (RSUs). No cash prices are listed (N/A) because these were non‑cash conversions under the merger agreement.
Key Details
- Transaction date: May 7, 2026 (filing date: May 11, 2026). The Form 4 was filed within the usual 2-business‑day reporting window.
- Items reported (all code A — award/grant or acquisition via merger):
- 63,779 Devon shares (conversion of Coterra common stock)
- 70,271 Devon shares (conversion of Coterra common stock)
- 36,722 Devon RSUs (converted from a Coterra award granted Feb 24, 2026)
- 33,549 Devon RSUs (converted from a Coterra award granted Feb 19, 2025)
- Vesting info:
- The 36,722 RSUs vest on January 31, 2029.
- The 33,549 RSUs vest on January 31, 2028.
- The 36,722 RSUs include conversion of a Coterra PSU award that was certified as earned at 100% of target prior to the Effective Time and converted into Devon RSUs.
- Prices: N/A — these were conversions/award grants under the merger, not cash purchases or sales.
- Shares owned after transaction: not specified in the provided summary filing details.
Context
- These transactions are merger-driven conversions: under the Merger Agreement each share or RSU of Coterra converted into 0.7 times the number of Devon shares/RSUs. One converted PSU was deemed earned at 100% and converted into vested-structured RSUs per the merger terms.
- This is not an open‑market buy or sale by the insider—it's a corporate restructuring event and does not by itself indicate insider buying or selling intent.
Insider Transaction Report
Form 4
DeShazer Michael D.
EVP, Exploration & Production
Transactions
- Award
Common Stock
[F1]2026-05-07+63,779→ 63,779 total - Award
Common Stock
[F2]2026-05-07+70,271→ 134,050 total - Award
Common Stock
[F3][F4]2026-05-07+36,722→ 170,772 total - Award
Common Stock
[F3][F5]2026-05-07+33,549→ 204,321 total
Footnotes (5)
- [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. (the ''Merger Agreement''), as of the effective time of the transactions contemplated thereby (the "Effective Time"), Coterra became a wholly owned subsidiary of Devon. Pursuant to the Merger Agreement, at the Effective Time, each share of Coterra's common stock, par value $0.10 per share ("Coterra Common Stock") was converted into the right to receive 0.7 shares of Devon's common stock, par value $0.10 per share ("Devon Common Stock"), subject to certain exceptions.
- [F2]Pursuant to the Merger Agreement, at the Effective Time, each time-based Coterra restricted stock unit ("Coterra RSU") outstanding and unvested as of immediately prior to the Effective Time was converted into 0.7 Devon time-based restricted stock units ("Devon RSUs"), with each Devon RSU representing a contingent right to receive a share of Devon Common Stock, subject to the same terms and conditions as were applicable to the corresponding Coterra RSU immediately prior to the Effective Time. The Coterra RSUs granted to the reporting person on February 24, 2026 were converted into 36,722 Devon RSUs, which will vest on January 31, 2029, and the Coterra RSUs granted to the reporting person on February 19, 2025 were converted into 33,549 Devon RSUs, which will vest on January 31, 2028.
- [F3]These Devon RSUs relate to an award of Coterra performance stock units (a "Coterra PSU Award") that, pursuant to the Merger Agreement, at the Effective Time, was deemed earned at 100% of the target level as a result of the certification by the Compensation Committee of Coterra's board of directors to the actual level of performance achieved under the terms of such Coterra PSU Award prior to the Effective Time and was converted, on the same terms and conditions (other than any continuing performance-based vesting conditions and cash settlement features), into an award of Devon RSUs covering a number of shares of Devon Common Stock equal to the product of (i) the target number of shares of Coterra Common Stock subject to such Coterra PSU Award as of immediately prior to the Effective Time, multiplied by (ii) 0.7.
- [F4]The Coterra PSU Award to which these Devon RSUs relate was granted to the reporting person on February 24, 2026 and, at the Effective Time, converted into 36,722 Devon RSUs, which will vest on January 31, 2029.
- [F5]The Coterra PSU Award to which these Devon RSUs relate was granted to the reporting person on February 19, 2025 and, at the Effective Time, converted into 33,549 Devon RSUs, which will vest on January 31, 2028.
Signature
/s/ Edward T. Highberger, attorney-in-fact|2026-05-11