Chord Energy (CHRD) CFO receives RSUs, performance and market stock units

Rhea-AI Filing Summary

Chord Energy Corp EVP, CFO and Treasurer Richard N. Robuck reported routine equity compensation and a tax withholding share transaction. On January 22, 2026, the company withheld 1,044 shares of common stock at $95.17 per share to cover taxes tied to vesting restricted stock units, leaving him with 23,585 common shares directly owned afterward. On January 23, 2026, he received an annual grant of 11,076 restricted stock units, increasing his directly owned common stock to 34,661 shares upon settlement.

He was also granted 3,461 target performance share units and 2,769 target market stock units as part of his ordinary-course long-term incentive package. These derivative awards can convert into common shares over a three-year period starting January 1, 2026, based on the company’s total shareholder return, with any performance awards above the target level paid in cash rather than stock. Following these awards, he directly held 7,819 performance share units and 10,588 market stock units.

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

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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).

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^*

Robuck Richard N

(Last) (First) (Middle)

1001 FANNIN STREET

SUITE 1500

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Chord Energy Corp [ CHRD ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CFO and Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
01/22/2026

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	01/22/2026		F		1,044(1)	D	$95.17	23,585	D
Common Stock	01/23/2026		A		11,076	A	(2)	34,661	D

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
Performance Share Units	(3)	01/23/2026		A		3,461		(3)	(3)	Common Stock	3,461	(3)	7,819	D
Performance Share Units	(4)	01/23/2026		A		2,769		(4)	(4)	Common Stock	2,769	(4)	10,588	D

Explanation of Responses:

1. In connection with the vesting and settlement of restricted stock units through the issuance of Issuer's common stock, par value $0.01 per share ("Common Stock") pursuant to the Issuer's 2020 Long Term Incentive Plan, the Issuer withheld Common Stock that would otherwise have been issued to the Reporting Person to satisfy his tax withholding obligations. The number of shares of Common Stock withheld was determined based on the closing price per share of Common stock on January 21, 2026.

2. The Reporting Person was granted 11,076 Restricted Stock Units by the Issuer as part of his ordinary course annual compensation package pursuant to the Issuer's LTIP. Each Restricted Stock Unit represents a contingent right to receive one share Common Stock.

3. The Reporting Person was granted 3,461 target Performance Share Units ("Target Performance Units") by the Issuer as part of his ordinary course annual compensation package pursuant to the LTIP. Each Performance Share Unit represents a contingent right to receive a number of shares of Common Stock, ranging from zero to 200% of Target Performance Units ("Earned Performance Units"), depending on the Company's total shareholder return ("TSR") over a three-year measurement period beginning January 1, 2026. However, if the number of Earned Performance Units exceeds the number of Target Performance Units, then such excess will be settled in cash rather than Common Stock.

4. The Reporting Person was granted 2,769 target Market Stock Units ("Target MSUs") by the Issuer as part of his ordinary course annual compensation package pursuant to the LTIP. Each Market Stock Unit represents a contingent right to receive a number of shares of Common Stock equal to the Target MSUs multiplied by a factor reflecting the cumulative TSR over a three-year period beginning January 1, 2026, which factor is based on the Company's ending stock price plus cumulative dividends paid for such period divided by the Company's beginning stock price for such period. The number of Market Stock Units earned by Reporting person shall not exceed 200% of the Target MSUs.

Remarks:

	/s/ Melissa K. Buce, as attorney-in-fact	01/26/2026
	** 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.
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FAQ

What insider transactions did Chord Energy (CHRD) EVP & CFO report on this Form 4?

EVP, CFO and Treasurer Richard N. Robuck reported two common stock transactions and two derivative grants. On January 22, 2026, 1,044 common shares were withheld at $95.17 to cover taxes on vesting restricted stock units. On January 23, 2026, he received an annual grant of 11,076 restricted stock units, plus 3,461 target performance share units and 2,769 target market stock units under the long-term incentive plan.

How many Chord Energy (CHRD) common shares does the CFO own after these transactions?

After the reported transactions, EVP, CFO and Treasurer Richard N. Robuck directly beneficially owned 34,661 shares of Chord Energy common stock. This followed tax withholding of 1,044 shares on January 22, 2026 and the grant of 11,076 restricted stock units on January 23, 2026.

What are the details of the restricted stock unit grant to the Chord Energy (CHRD) CFO?

On January 23, 2026, the reporting person was granted 11,076 restricted stock units as part of his ordinary-course annual compensation under Chord Energy’s long-term incentive plan. Each restricted stock unit represents a contingent right to receive one share of common stock, subject to the plan’s vesting terms.

How are the performance share units structured for Chord Energy (CHRD) CFO Robuck?

The CFO received 3,461 target performance share units, each representing a contingent right to receive between zero and 200% of the target in common shares, based on total shareholder return over a three-year period beginning January 1, 2026. Any earned amount above the target will be settled in cash rather than additional common stock.

What are the market stock units granted to the Chord Energy (CHRD) CFO?

He was granted 2,769 target market stock units. Each unit can convert into common shares equal to the target amount multiplied by a factor tied to cumulative total shareholder return over a three-year period beginning January 1, 2026. The number of market stock units earned cannot exceed 200% of the target amount.

Why were 1,044 Chord Energy (CHRD) shares withheld from the CFO?

The 1,044 common shares were withheld in connection with the vesting and settlement of restricted stock units. Chord Energy used these shares to satisfy tax withholding obligations for the reporting person, with the number of shares based on the January 21, 2026 closing stock price.