Elsener William Thomas 4

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.