APA Form 4: Matthew Regis Converts Phantom Units; RSUs Vest

Rhea-AI Filing Summary

APA Corp director Matthew Regis received equity awards and vested deferred units, increasing his direct common stock holdings. On 09/30/2025 Mr. Regis converted 2,059 phantom stock units into 2,059 shares and was granted 2,059 restricted stock units that vested the same day, resulting in 13,454 shares beneficially owned after the transactions. The acquisitions are described as exempt under Rule 16b-3 and arise from APA's Outside Directors' Deferral Program and the 2016 Omnibus Compensation Plan. The activity reflects routine director compensation and conversion of deferred awards into common stock.

Positive

• Director alignment with shareholders: conversion of deferred compensation and vesting of RSUs increases the director's equity stake, aligning interests with shareholders.
• Plan-based, exempt transactions: acquisitions are described as exempt under Rule 16b-3, indicating standard, pre-approved compensation procedures were followed.

Negative

• Potential dilution: issuance of 2,059 shares increases outstanding shares, though the amount appears immaterial relative to total capitalization.

Insights

Corporate Governance Expert

TL;DR: Director converted deferred units and had restricted units vest; this is routine compensation alignment with shareholders.

The reported transactions show a non-employee director converting phantom stock units and receiving restricted stock units under the company's approved omnibus plan, with vesting the same day. These are standard governance practices to align outside directors with shareholder interests and use equity rather than cash for board compensation. The filing cites Rule 16b-3 exemptions, indicating these are plan-based and not opportunistic trades. The scale (2,059 shares converted/granted) appears modest relative to typical public-company share counts and is unlikely to materially affect capitalization.

Securities Analyst

TL;DR: Insider acquired 2,059 shares through conversion and had 2,059 RSUs vest; transaction is compensatory, not market-driven.

The form documents an exempt acquisition of 2,059 shares from phantom units and the grant/vesting of 2,059 restricted stock units for a director, increasing beneficial ownership to 13,454 shares. Because the transactions are plan-based and exempt under Rule 16b-3, they reflect compensation mechanics rather than trading on material nonpublic information. The absolute share change is limited and should not be considered a material corporate event for APA's valuation absent larger related disclosures.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Bob Matthew Regis

(Last) (First) (Middle)

2000 W SAM HOUSTON PARKWAY S

SUITE 200

(Street)

HOUSTON TX 77042

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
APA Corp [ APA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock Units	$0(1)	09/30/2025		M		2,059		(2)	(2)	Common Stock	2,059	$0	13,454	D
Restricted Stock / Units	$0(3)	09/30/2025		A		2,059		09/30/2025(4)	(4)	Common Stock	2,059	$0	2,059	D
Restricted Stock / Units	$0(3)	09/30/2025		M			2,059	09/30/2025(5)	(5)	Common Stock	2,059	$0	0	D

Explanation of Responses:

1. One share of APA common stock for each phantom stock unit.

2. Exempt acquisition pursuant to Rule 16b-3(d) - accrued under the deferred compensation provisions of APA's Outside Directors' Deferral Program.

3. One share of APA common stock for each restricted stock unit.

4. Restricted stock units granted to each of APA's non-employee directors under the 2016 Omnibus Compensation Plan which plan was approved by shareholders in May 2016.

5. Vesting of restricted stock units granted to each of APA's non-employee directors under the 2016 Omnibus Compensation Plan.

Remarks:

	Kyle W. Funderburk, Attorney-in-Fact for Matthew Regis Bob	10/01/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider activity did APA (APA) report on this Form 4?

The Form 4 shows director Matthew Regis converted 2,059 phantom stock units into 2,059 shares and was granted 2,059 restricted stock units, with vesting noted on 09/30/2025.

How many shares does Matthew Regis beneficially own after the transactions?

The filing reports Mr. Regis beneficially owned 13,454 shares following the reported transactions.

Were these transactions trades or compensatory awards for APA (APA)?

They are compensatory and plan-based: conversions and grants under the Outside Directors' Deferral Program and the 2016 Omnibus Compensation Plan, exempt under Rule 16b-3.

Did any restricted stock units vest in this filing?

Yes, the filing indicates 2,059 restricted stock units vested on 09/30/2025.

Does the Form 4 indicate any sale or disposition by the director?

No. The reported activity consists of acquisitions/conversions and vesting; there are no dispositions shown in the filing.