Elsener William Thomas 4
4 · Matador Resources Co · Filed Feb 18, 2026
Research Summary
AI-generated summary of this filing
Matador (MTDR) EVP William Elsener Exercises Phantom Units, Receives Grant
What Happened
William T. Elsener, EVP Reservoir Engineering at Matador Resources (MTDR), settled vested phantom units for cash and received a new phantom-unit award. On Feb 14, 2026 he partially settled 11,000 phantom units (5,000 + 6,000) that were cash-settled at $47.80 per unit, yielding about $525,800 in cash. On Feb 17, 2026 he was granted 27,000 new phantom units (derivative awards). Separately, 1,050 shares were withheld on Feb 16, 2026 (at $47.80) to cover tax withholding related to the vesting of 2,667 restricted shares (value withheld $50,190); no shares were sold on the open market to satisfy taxes.
Key Details
- Transaction dates & prices:
- Feb 14, 2026: Exercise/conversion of phantom units (cash-settled) — 5,000 and 6,000 units; cash settlement price used $47.80/unit (per issuer closing price Feb 13, 2026).
- Feb 16, 2026: 1,050 shares withheld at $47.80/share = $50,190 to satisfy tax liability on vesting restricted stock.
- Feb 17, 2026: Grant of 27,000 phantom units (no cash outlay by insider).
- Monetary totals: ~ $525,800 received from cash settlement of phantom units; $50,190 in shares withheld for taxes.
- Shares owned after transaction: Not disclosed in the excerpt of this filing.
- Notable footnotes:
- The Feb 14 transactions were cash settlements of phantom units (each phantom unit = economic equivalent of one share); no common shares were issued or sold in that settlement (F3, F6).
- The 1,050-share withholding was an issuer share-withholding to cover tax liability — the reporting person did not sell shares on the open market to pay taxes (F1).
- The newly granted phantom units vest in equal annual installments over three years per award terms (vesting schedule noted in footnotes F4–F7).
- Filing timeliness: No indication in the provided excerpt that the filing was late.
Context
- These were derivative/award transactions, not open-market purchases or sales of common stock: the phantom units are cash-settled economic equivalents of shares, and the settlement generated cash to the insider rather than shares being sold.
- Tax withholding via share retention is a routine administrative step and does not necessarily indicate a market-direction view.
- For retail investors, purchases or open-market buys by insiders generally carry more weight as signals; these transactions are mostly routine compensation-related settlements and a new grant under Matador’s award program.
Insider Transaction Report
Form 4
Elsener William Thomas
EVP, Reservoir Engineering
Transactions
- Tax Payment
Common Stock
[F1][F2]2026-02-16$47.80/sh−1,050$50,190→ 113,730 total - Exercise/Conversion
Phantom Units
[F3][F4]2026-02-14−5,000→ 5,000 total→ Common Stock (5,000 underlying) - Exercise/Conversion
Phantom Units
[F3][F5]2026-02-14−6,000→ 12,000 total→ Common Stock (6,000 underlying) - Award
Phantom Units
[F6][F7]2026-02-17+27,000→ 27,000 total→ Common Stock (27,000 underlying)
Footnotes (7)
- [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 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.
- [F2]Includes shares acquired pursuant to the Issuer's Employee Stock Purchase Plan. Such acquisitions are exempt under Rule 16b-3.
- [F3]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.
- [F4]The phantom units vest in equal annual installments on the first, second and third anniversaries of the date of grant, February 14, 2024.
- [F5]The phantom units vest in equal annual installments on the first, second and third anniversaries of the date of grant, February 14, 2025.
- [F6]Each phantom unit is the economic equivalent of one share of the Issuer's common stock.
- [F7]The phantom units vest in equal annual installments on the first, second and third anniversaries of the date of grant.
Signature
/s/ William Thomas Elsener, by Cale L. Curtin as attorney-in-fact|2026-02-18