Vela Adam M 4
4 · DEVON ENERGY CORP/DE · Filed May 11, 2026
Research Summary
AI-generated summary of this filing
Devon Energy (DVN) SVP General Counsel Adam M. Vela Receives Awards
What Happened
- Adam M. Vela, Senior Vice President and General Counsel of Devon Energy (DVN), was credited with four awards (transaction code A) on May 7, 2026 totaling 154,882 Devon restricted stock units (RSUs): 48,560; 53,161; 27,542; and 25,619 shares. No cash price is reported (N/A) because these RSUs were received via conversion under the merger agreement with Coterra.
Key Details
- Transaction date filed: May 7, 2026 (Form 4 filed May 11, 2026 — within the two-business-day filing window).
- Transaction type: A = Award/Grant (conversion of Coterra equity awards into Devon RSUs).
- Share counts converted: 48,560; 53,161; 27,542; 25,619 (total 154,882 Devon RSUs).
- Prices / consideration: N/A — awards were converted per the merger terms, not bought or sold on market.
- Shares owned after transaction: Not specified in the filing.
- Notable footnotes: The conversions occurred at the effective time of Devon’s merger with Coterra; each Coterra share was converted into 0.7 Devon shares. Certain Coterra time‑based RSUs and performance stock units (PSUs) were converted into Devon RSUs; the PSUs were certified at 100% of target before conversion.
Context
- These were merger-related award conversions (not open-market buys or sales). Two converted awards have specified vesting: the 27,542 Devon RSUs (from a 2/24/2026 Coterra PSU grant) vest on Jan 31, 2029; the 25,619 Devon RSUs (from a 2/19/2025 Coterra RSU grant) vest on Jan 31, 2028. The filing notes the PSU award was deemed earned at 100% prior to conversion. This type of transaction reflects corporate restructuring of compensation in a merger, rather than an insider buying or selling shares.
Insider Transaction Report
Form 4
Vela Adam M
SVP & GENERAL COUNSEL
Transactions
- Award
Common Stock
[F1]2026-05-07+48,560→ 48,560 total - Award
Common Stock
[F2]2026-05-07+53,161→ 101,721 total - Award
Common Stock
[F3][F4]2026-05-07+27,542→ 129,263 total - Award
Common Stock
[F3][F5]2026-05-07+25,619→ 154,882 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 27,542 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 25,619 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 27,542 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 25,619 Devon RSUs, which will vest on January 31, 2028.
Signature
/s/ Edward T. Highberger, attorney-in-fact|2026-05-11