|4Feb 18, 6:48 PM ET

Calvert Christopher P 4

4 · Matador Resources Co · Filed Feb 18, 2026

Research Summary

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Updated

Matador (MTDR) EVP Christopher Calvert Settles Phantom Units, Receives Award

What Happened

  • Christopher P. Calvert, EVP and COO of Matador Resources (MTDR), partially settled phantom-unit awards and received a new phantom-unit grant. On Feb 14, 2026 he settled 6,000 phantom units, which were cash-settled at $47.80 per unit for approximately $286,800. To cover tax liabilities tied to restricted stock vesting, the issuer withheld 1,312 shares (Feb 14) and 1,050 shares (Feb 16), totaling 2,362 shares and about $112,904 in value; the filing states no shares were sold by Calvert to satisfy those taxes. On Feb 17, 2026 he was granted 27,000 phantom units (derivative award).

Key Details

  • Transaction dates and amounts:
    • Feb 14, 2026: Exercise/conversion (M) — 6,000 phantom units; cash-settled at $47.80/unit → ~$286,800 (no shares issued).
    • Feb 14, 2026: Tax withholding (F) — 1,312 shares withheld at $47.80 → $62,714 (to satisfy tax on vesting of Feb 14, 2024 restricted stock).
    • Feb 16, 2026: Tax withholding (F) — 1,050 shares withheld at $47.80 → $50,190 (to satisfy tax on vesting of Feb 16, 2023 restricted stock).
    • Feb 17, 2026: Grant/award (A) — 27,000 phantom units awarded (no cash/share value reported on grant line).
  • Shares owned after transaction: Not specified in the provided excerpt — see the full Form 4 for total beneficial ownership.
  • Notable footnotes:
    • Withheld shares were issuer-withheld to satisfy tax liabilities on restricted stock vesting; the reporting person did not sell shares on the open market to cover taxes (F1, F3).
    • The 6,000-unit settlement was a cash settlement of phantom units at the closing price on Feb 13, 2026 ($47.80) — no shares were issued or sold (F5).
    • New phantom units vest in equal annual installments over three years per award terms (F6/F8).
  • Filing timeliness: Report filed Feb 18, 2026 for transactions in mid-February; the filing does not indicate a late filing flag in the provided excerpt.

Context

  • These transactions are mostly internal compensation actions (cash settlement of phantom units and grant of new phantom units) and tax-withholding on vested restricted stock. Tax-withholding via issuer-share retention is routine and should not be interpreted as an open-market sale or a bearish signal.
  • The cash-settlement of phantom units means Calvert received cash rather than shares; the grant of 27,000 phantom units is a compensation award that vests over time and is not an immediate purchase of stock.

Insider Transaction Report

Form 4
Period: 2026-02-14
Transactions
  • Tax Payment

    Common Stock

    [F1][F2]
    2026-02-14$47.80/sh1,312$62,71486,362 total
  • Tax Payment

    Common Stock

    [F3][F4]
    2026-02-16$47.80/sh1,050$50,19085,312 total
  • Exercise/Conversion

    Phantom Units

    [F5][F6]
    2026-02-146,00012,000 total
    Common Stock (6,000 underlying)
  • Award

    Phantom Units

    [F7][F8]
    2026-02-17+27,00027,000 total
    Common Stock (27,000 underlying)
Holdings
  • Common Stock

    (indirect: By 401(k))
    40,000
Footnotes (8)
  • [F1]Represents shares withheld by the Issuer in connection with the reporting person's net share settlement to satisfy tax liability upon the vesting of 3,333 shares of restricted stock that were granted to the reporting person on February 14, 2024. No shares were sold by the reporting person to satisfy this tax liability.
  • [F2]Includes (i) shares acquired pursuant to the Issuer's Employee Stock Purchase Plan; such acquisitions are exempt under Rule 16b-3; (ii) 3,333 shares of restricted stock granted to the reporting person on February 14, 2024 that vest in equal annual installments on the second and third anniversaries of the date of grant; and (iii) 2,667 shares of restricted stock granted to the reporting person on February 16, 2023 that vest on the third anniversary of the date of grant.
  • [F3]Represents shares withheld by the Issuer in connection with the reporting person's net share settlement to satisfy tax liability upon the vesting of 2,667 shares of restricted stock that were granted to the reporting person on February 16, 2023. No shares were sold by the reporting person to satisfy this tax liability.
  • [F4]Includes (i) shares acquired pursuant to the Issuer's Employee Stock Purchase Plan; such acquisitions are exempt under Rule 16b-3; and (ii) 3,333 shares of restricted stock granted to the reporting person on February 14, 2024 that vest in equal annual installments on the second and third anniversaries of the date of grant.
  • [F5]Each phantom unit is the economic equivalent of one share of the Issuer's common stock. As required by the terms of the award, upon the February 14, 2026 partial vesting of such award, the reporting person settled the phantom units for cash at a rate of $47.80 per unit based upon the closing price of the Issuer's common stock on February 13, 2026. No shares of common stock were issued to nor sold by the reporting person pursuant to this transaction.
  • [F6]The phantom units vest in equal annual installments on the first, second and third anniversaries of the date of grant, February 14, 2025.
  • [F7]Each phantom unit is the economic equivalent of one share of the Issuer's common stock.
  • [F8]The phantom units vest in equal annual installments on the first, second and third anniversaries of the date of grant.
Signature
/s/ Christopher P. Calvert, by Cale L. Curtin as attorney-in-fact|2026-02-18

Documents

1 file
  • 4
    wk-form4_1771458480.xmlPrimary

    FORM 4