Calvert Christopher P 4

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.