APA Insider Filing: 2,059 RSUs Converted and Vested for Director Annell Bay

Rhea-AI Filing Summary

Annell R. Bay, a director of APA Corp (APA), reported changes in beneficial ownership on 09/30/2025. The filing shows conversion/settlement of 2,059 phantom stock units into one share of APA common stock each and the grant and vesting activity for 2,059 restricted stock units (RSUs) awarded to non-employee directors under APA's 2016 Omnibus Compensation Plan. After the reported transactions, Ms. Bay is shown as beneficially owning 96,441 shares of APA common stock. The filing notes the phantom-unit conversion was an exempt acquisition under Rule 16b-3(d) as accrued deferred compensation.

Positive

• Conversion of 2,059 phantom stock units into common shares, increasing direct holdings
• Grant and vesting of 2,059 RSUs under the shareholder-approved 2016 Omnibus Compensation Plan
• Phantom-unit acquisition reported as exempt under Rule 16b-3(d), indicating standard deferred-compensation treatment

Negative

• None.

Insights

Securities Analyst

TL;DR: Director received and vested 2,059 equity units, modestly increasing direct ownership to 96,441 shares.

The Form 4 documents routine director compensation activity: conversion of 2,059 phantom stock units into common shares and the grant and vesting of 2,059 restricted stock units for a non-employee director on 09/30/2025. The phantom-unit conversion is reported as exempt under Rule 16b-3(d), indicating it arose from the director deferral program rather than a market purchase. This is a standard, non-extraordinary equity-compensation event that increases the director's direct holdings but does not indicate any change in control or material shift in ownership concentration.

Corporate Governance Expert

TL;DR: Governance action consistent with approved compensation plan; appears procedural and not materially adverse.

The transactions are tied explicitly to APA's 2016 Omnibus Compensation Plan approved by shareholders and to the Outside Directors' Deferral Program. Grant and vesting for non-employee directors and the Rule 16b-3(d) exemption are standard governance and compensation mechanics. There is no indication of accelerated vesting, special awards outside the plan, or other governance concerns disclosed in this filing.

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^*

Bay Annell R

(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	96,441	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 Annell R. Bay	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 transactions did Annell R. Bay report on APA Form 4 (APA)?

The Form 4 reports conversion of 2,059 phantom stock units, a grant of 2,059 restricted stock units (RSUs), and the vesting of 2,059 RSUs on 09/30/2025.

How many APA shares does Annell R. Bay beneficially own after the reported transactions?

The filing shows 96,441 shares of APA common stock beneficially owned following the reported transactions.

Were the transactions subject to any exemption or special rule?

Yes. The phantom-stock acquisition was reported as an exempt acquisition pursuant to Rule 16b-3(d), related to APA's Outside Directors' Deferral Program.

Under which plan were the restricted stock units granted?

The RSUs were granted under APA's 2016 Omnibus Compensation Plan, which was approved by shareholders in May 2016.

What is the reporting date for the Form 4 activity?

The earliest transaction date reported on the Form 4 is 09/30/2025.