WHITE KEVIN R. 4

What Happened

Kevin R. White, Chief Financial Officer of Mach Natural Resources GP LLC (the general partner of Mach Natural Resources LP), was granted 11,886 common units of MNR under the company's 2023 Long‑Term Incentive Plan on 2026-02-09 (reported on Form 4). The grant was priced at $12.62 per unit for a total value of $150,001. On 2026-02-11, 5,627 units were withheld/disposed to satisfy tax withholding obligations, representing approximately $71,013 at the same per‑unit price. The grant is an award (not an open‑market purchase); the withholding is a routine net settlement to cover taxes.

Key Details

• Transactions:
  • 2026-02-09 — Grant (Code A): 11,886 units @ $12.62 = $150,001 (acquired)
  • 2026-02-11 — Tax withholding (Code F): 5,627 units @ $12.62 = $71,013 (disposed)
• Shares owned after the transaction: not disclosed in this filing.
• Footnotes: F1 = grant under the Issuer's 2023 Long‑Term Incentive Plan; F2 = units withheld to satisfy tax withholding.
• Filing timeliness: Form 4 was filed 2026-02-11 (the grant occurred 2026-02-09), which is within the typical two‑business‑day reporting window (i.e., not marked late).

Context

This filing documents an equity award and the routine withholding of units to cover taxes (a net settlement), not an open‑market buy or deliberate sale. Awards and net withholding are common for executive compensation; they reflect grant accounting and tax obligations rather than direct trading intent. The filing does not disclose vesting terms or post‑transaction holdings, so it does not by itself indicate future buying or selling intentions.