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APA Corp (APA) VP reports stock unit vesting, sales and tax withholdings

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

Rhea-AI Filing Summary

APA Corp vice president, chief accounting officer and controller Robert P. Rayphole reported multiple equity transactions on 01/08/2026 and 01/09/2026 related to vesting of restricted stock units and associated share activity. On both days, restricted stock units that are the economic equivalent of common shares vested under the employer plan and were settled in common stock at an exercise price of $0. Some of the newly issued shares were then sold in the open market, including 1,132 shares at $25.37 and 855 shares at $25.20.

Additional shares, such as 414 shares on 01/08/2026 and 382 shares on 01/09/2026, were withheld to cover required tax withholding on the vesting events. After these transactions, Rayphole directly beneficially owned 18,274 shares of APA common stock and indirectly held 1,534.602 shares through a trustee under a nonqualified plan.

Positive

  • None.

Negative

  • None.
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).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Rayphole Robert P.

(Last) (First) (Middle)
2000 W SAM HOUSTON PKWY 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)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP CAO & Controller
3. Date of Earliest Transaction (Month/Day/Year)
01/08/2026
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
Common Stock 01/08/2026 M 1,132 A $0(1) 18,421 D
Common Stock 01/08/2026 D(1) 1,132 D $25.37 17,289 D
Common Stock 01/08/2026 M(2) 926 A $0 18,215 D
Common Stock 01/08/2026 F(3) 414 D $25.37 17,801 D
Common Stock 01/09/2026 M 855 A $0(1) 18,656 D
Common Stock 01/09/2026 D(1) 855 D $25.2 17,801 D
Common Stock 01/09/2026 M(4) 855 A $0 18,656 D
Common Stock 01/09/2026 F(3) 382 D $25.2 18,274 D
Common Stock 1,534.602 I Held by Trustee NQ Plan
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
Restricted Stock / Units(5) $0(1) 01/08/2026 M 1,132 (6) (6) Common Stock 1,132 $0(1) 17,204 D
Restricted Stock / Units(5) $0(7) 01/08/2026 M 926 (2) (2) Common Stock 926 $0 16,278 D
Restricted Stock / Units(5) $0(1) 01/09/2026 M 855 (8) (8) Common Stock 855 $0(1) 15,423 D
Restricted Stock / Units(5) $0(7) 01/09/2026 M 855 (4) (4) Common Stock 855 $0 14,568 D
Explanation of Responses:
1. Each restricted stock unit is the economic equivalent of one share of the Issuer's common stock and can only be settled in cash.
2. Vesting on 01/08/2026 of restricted stock units under the employer plan. Vesting occurs ratably over three years.
3. Shares withheld to cover required tax withholding on vesting of restricted stock.
4. Vesting on 01/09/2026 of restricted stock units under the employer plan. Vesting occurs ratably over three years.
5. With tandem tax withholding right.
6. Vesting on 01/08/2026 of cash-based restricted stock units under the employer plan. Vesting occurs ratably over three years.
7. One share of APA common stock for each restricted stock unit.
8. Vesting on 01/09/2026 of cash-based restricted stock units under the employer plan. Vesting occurs ratably over three years.
Remarks:
Kyle W. Funderburk, Attorney-in-Fact for Robert P. Rayphole 01/12/2026
** 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 for Robert P. Rayphole?

APA reported that Robert P. Rayphole, its VP, CAO & Controller, had restricted stock units vest on 01/08/2026 and 01/09/2026, resulting in issuances of common stock, market sales of some shares, and share withholdings to cover taxes.

How many APA shares did Robert P. Rayphole sell in these transactions?

The filing shows open-market sales of 1,132 shares of common stock at $25.37 on 01/08/2026 and 855 shares at $25.20 on 01/09/2026, following the vesting of restricted stock units.

What prices were received for APA common stock in the reported sales?

Reported sales of APA common stock were executed at $25.37 per share on 01/08/2026 and $25.20 per share on 01/09/2026, according to the Form 4.

How many APA shares does Robert P. Rayphole own after these Form 4 transactions?

After the reported transactions, Rayphole beneficially owned 18,274 shares of APA common stock directly and 1,534.602 shares indirectly held by a trustee under a nonqualified plan.

What are the terms of the restricted stock units reported by APA for Rayphole?

Each restricted stock unit is described as the economic equivalent of one share of APA common stock, can only be settled in cash, and vests under the employer plan ratably over three years on dates such as 01/08/2026 and 01/09/2026.

Why were some APA shares withheld in Robert P. Rayphole’s Form 4?

The Form 4 notes that certain shares, including 414 shares on 01/08/2026 and 382 shares on 01/09/2026, were withheld to cover required tax withholding on the vesting of restricted stock.

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