Lou Michael H 4

What Happened

• Michael H. Lou (reported as Lou Michael H), EVP, CSO and CCO of Chord Energy Corp (CHRD), received equity awards as part of his annual LTIP compensation and had 1,090 shares withheld to satisfy tax withholding. The withheld shares were valued at $95.17 each for a total of $103,735 (transaction coded F — tax withholding) on 2026-01-22.
• On 2026-01-23 the company granted 11,852 Restricted Stock Units (RSUs) and two types of contingent awards: 3,704 target Performance Share Units (PSUs) and 2,963 target Market Stock Units (MSUs). Per-share prices for the grants are not applicable (awards are compensation, coded A).

Key Details

• Transaction dates: 2026-01-22 (tax withholding/disposition of 1,090 shares) and 2026-01-23 (awards granted).
• Withheld/disposed: 1,090 shares @ $95.17 = $103,735 (to cover tax withholding; F).
• Awards granted: 11,852 RSUs (each = 1 share on vesting), 3,704 target PSUs, 2,963 target MSUs (all coded A); grant prices not applicable.
• Shares owned after the transactions: Not disclosed in the filing.
• Footnotes: RSUs and the PSUs/MSUs were granted under the Issuer’s 2020 Long Term Incentive Plan as ordinary annual compensation. PSU payouts range from 0–200% of target based on 3-year TSR; any PSU payout above target would be settled in cash. MSU payouts are tied to cumulative TSR over a three-year period (capped at 200% of target). The 1,090-share disposition was a withholding to satisfy tax obligations determined using CHRD’s closing price on Jan 21, 2026.
• Filing: Report filed 2026-01-26 covering transactions on Jan 22–23; the form does not indicate a late filing.

Context

• The grants are compensation (awards), not open-market purchases; such awards are routine for executives and do not necessarily signal a personal purchase conviction.
• The tax-withholding "sale" is a routine mechanics-driven disposition to cover withholding, not an independent sell decision.
• PSUs/MSUs are derivative-style awards: actual shares delivered at vesting depend on future performance (TSR) over a three-year measurement period and may be partially paid in cash if performance exceeds certain thresholds.