APA Insider Filing: 2,059 Phantom Units and 2,059 RSUs for Director Fisher

Rhea-AI Filing Summary

Kenneth M. Fisher, a director of APA Corp (APA), reported transactions dated 09/30/2025 on a Form 4. He received 2,059 phantom stock units that convert one-for-one into common shares and 2,059 restricted stock units (RSUs) under APA's director compensation programs. The phantom units are an exempt acquisition under Rule 16b-3(d) as accrued under the Outside Directors' Deferral Program and the RSUs were granted and vested under the 2016 Omnibus Compensation Plan. Following the reported phantom-unit conversion, the filing shows 8,950 shares beneficially owned after the transaction. The Form 4 was signed by an attorney-in-fact on behalf of Mr. Fisher on 10/01/2025.

Positive

• Director alignment: Equity grants convert to common shares, aligning the director's interests with shareholders
• Plan-based, exempt acquisition: Phantom units acquired under Rule 16b-3(d) and RSUs under the shareholder-approved 2016 Omnibus Compensation Plan

Negative

• None.

Insights

Financial Analyst

TL;DR: Director received equity compensation totaling 4,118 units, largely routine and plan-driven, with limited immediate market impact.

The Form 4 discloses director compensation conversions and vesting rather than open-market purchases or sales. The 2,059 phantom stock units convert one-for-one into common shares and are noted as an exempt acquisition under Rule 16b-3(d), indicating these arose from a deferred compensation program rather than a negotiated market transaction. Separately, 2,059 RSUs were granted and appear to have vested under the 2016 Omnibus Compensation Plan. For investors, this signals continued use of equity-based pay for non-employee directors and alignment of director incentives with shareholders, but it is a routine administrative disclosure without direct revenue or earnings implications.

Corporate Governance Expert

TL;DR: Governance action: non-employee director equity awards granted/vested under shareholder-approved plan; procedural and expected.

The filing documents standard director compensation mechanics: deferral through phantom stock units and RSU grants under a shareholder-approved omnibus plan. The Rule 16b-3(d) exemption cited is consistent with brokered or plan-based deliveries to directors and reduces potential short-swing liability concerns. The disclosure is specific about the plan authorities and vesting, which supports transparency in director remuneration. This is a routine governance disclosure and does not indicate extraordinary corporate governance change.

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

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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^*

Fisher Kenneth M.

(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	8,950	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 Kenneth M. Fisher	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

Who filed the Form 4 for APA (APA) and what is their role?

The Form 4 was filed for Kenneth M. Fisher, who is listed as a director of APA Corp.

What transactions were reported on the APA Form 4 dated 09/30/2025?

The filing reports 2,059 phantom stock units that convert one-for-one into common shares and 2,059 restricted stock units (RSUs) granted and/or vested on 09/30/2025.

How many APA shares does Kenneth M. Fisher beneficially own after the reported transactions?

The Form 4 shows 8,950 shares beneficially owned following the reported phantom-unit conversion.

Under which plans were the equity awards granted or deferred?

Phantom units were accrued under APA's Outside Directors' Deferral Program and the RSUs were granted under the 2016 Omnibus Compensation Plan.

Was the acquisition subject to Rule 16b-3 exemption?

Yes. The phantom stock unit acquisition is noted as an exempt acquisition pursuant to Rule 16b-3(d).