EQT Corp: agrees to acquire Range Resources

What happened EQT Corp filed an 8-K reporting that on Oct 25, 2026 it entered into an Agreement and Plan of Merger with Range Resources Corporation. Under the agreement, Rhino Merger Sub Inc. will merge with and into Range (the first merger), and then the surviving Range entity will merge into Rhino Merger Sub LLC (the second merger), with Range becoming an indirect wholly owned subsidiary of EQT. At the effective time each outstanding Range common share (other than excluded shares) will convert into the right to receive 0.987 shares of EQT common stock, with cash in lieu of fractional shares. The EQT board and the Range board each unanimously approved the Merger Agreement.

Key details

• Exchange ratio: 0.987 EQT shares per share of Range common stock.
• Ownership pro forma: EQT shareholders and Range stockholders will own approximately 73% and 27%, respectively, of the combined company on a fully diluted basis after closing.
• Termination fees: Range would pay EQT $423,000,000 in certain termination scenarios; EQT would pay Range $1,148,000,000 in certain termination scenarios.
• Approvals and conditions include Range shareholder approval, EQT shareholder approval of the share issuance, NYSE listing approval for the EQT shares, HSR Act waiting periods, effectiveness of a registration statement on Form S-4, and no company or parent material adverse effect; the outside date is Oct 25, 2027, automatically extendable to Apr 25, 2028 under specified conditions.

Why it may matter This 8-K reports Item 1.01 (entry into a material definitive agreement) and Item 7.01 (Regulation FD disclosure) and describes the terms of the merger agreement, board appointments (including the appointment of Dennis L. Degner and one other Range designee to an expanded 12-member EQT board), treatment of Range equity awards on closing, customary covenants and conditions, and required filings including a Form S-4 and joint proxy statement/prospectus. This filing does not show why the insider traded or why the company acted.