Chord Energy (CHRD) EVP uses 509 shares to cover tax withholding

Rhea-AI Filing Summary

Chord Energy Corp executive Shannon Browning Kinney reported a tax-related share disposition tied to restricted stock vesting. On February 20, 2026, 509 shares of common stock were withheld at $104.99 per share to satisfy tax obligations, rather than sold on the open market. After this withholding, she directly owned 21,989 shares of Chord Energy common stock.

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^*

Kinney Shannon Browning

(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, CAO, GC & Corp Secretary

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		F		509(1)	D	$104.99	21,989	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

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 her tax withholding obligations. The number of shares of Common Stock withheld was determined based on the closing price per share of Common Stock on February 19, 2026.

Remarks:

	/s/ Melissa K. Buce, as attorney-in-fact	02/23/2026
	** 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 transaction did Chord Energy (CHRD) report for Shannon Browning Kinney?

Chord Energy reported that executive Shannon Browning Kinney had 509 shares withheld to cover taxes. The shares were related to vesting restricted stock units and were not sold on the open market, but retained by the company to satisfy her tax withholding obligations.

Was the Chord Energy (CHRD) Form 4 transaction an open-market sale?

No, the Form 4 transaction was not an open-market sale. The 509 shares of common stock were withheld by Chord Energy to cover Shannon Browning Kinney’s tax obligations arising from restricted stock unit vesting, as permitted under the company’s 2020 Long Term Incentive Plan.

How many Chord Energy (CHRD) shares does Shannon Browning Kinney own after the transaction?

After the tax-withholding disposition, Shannon Browning Kinney directly owns 21,989 Chord Energy common shares. This figure reflects her holdings following the withholding of 509 shares by the company in connection with the vesting and settlement of restricted stock units under the long-term incentive plan.

Why were 509 Chord Energy (CHRD) shares withheld from Shannon Browning Kinney?

The 509 shares were withheld to satisfy Shannon Browning Kinney’s tax withholding obligations. They arose from the vesting and settlement of restricted stock units into common stock under Chord Energy’s 2020 Long Term Incentive Plan, using the February 19, 2026 closing share price to determine the number.

At what price were the withheld Chord Energy (CHRD) shares valued on the Form 4?

The withheld 509 shares were valued at $104.99 per share on the Form 4. This value was based on Chord Energy’s closing common stock price on February 19, 2026, which the company used to calculate the number of shares needed to cover applicable tax withholding.