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[Form 4] APA Corp Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

APA Corp director David L. Stover reported non-cash equity activity related to director compensation. The filing shows three related entries: 2,059 phantom stock units (each convertible into one share), an acquisition of 2,059 restricted stock units, and a separate 2,059 restricted stock unit entry showing vesting. The phantom units and restricted stock units are tied to APA's director compensation programs and the 2016 Omnibus Compensation Plan. After the reported transactions the table lists direct beneficial ownership of 25,932 common shares associated with the phantom unit entry and 2,059 shares associated with the restricted stock unit acquisition; a separate restricted-unit line reports zero shares following vesting. All transactions are described as occurring under APA’s director deferral and omnibus plan provisions.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Director compensation converted into equity through phantom and restricted stock units, modest insider share accumulation but no cash trades.

The filing documents non‑derivative and derivative equity movements for a non‑employee director executed under APA’s director deferral program and the 2016 Omnibus Compensation Plan. The material items are conversions/acquisitions of 2,059 phantom stock units (1:1 conversion) and 2,059 restricted stock units, plus a separate restricted‑unit vesting line. These are compensation‑related, exempt under Rule 16b‑3(d) where noted, and represent routine, non‑market insider equity receipt rather than open‑market purchases or sales. For investors, this indicates continued use of equity instruments in director pay but does not signal market timing or significant shifts in insider ownership percentage on its own.

TL;DR: Transactions reflect standard director compensation mechanics under a shareholder‑approved omnibus plan, with vesting and deferral features.

The report ties awards to the 2016 Omnibus Compensation Plan and APA’s Outside Directors' Deferral Program, consistent with common governance practices to align directors with shareholder interests. The presence of both phantom stock units and restricted stock units indicates a mix of deferred cash replacement and equity retention mechanisms. One restricted‑unit line shows vesting (beneficial ownership reported as zero thereafter), which likely reflects plan timing and conversion/settlement events rather than any governance concern. Overall, the activity is routine and plan‑driven.

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*
STOVER DAVID L

(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 25,932 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 David L. Stover 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.
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8.49B
352.91M
0.46%
96.24%
11.65%
Oil & Gas E&P
Crude Petroleum & Natural Gas
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United States
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