Chord Energy (CHRD) EVP faces 679-share tax withholding on RSU vesting

Rhea-AI Filing Summary

Chord Energy Corp executive reports tax-related share withholding. EVP, CSO, and CCO Michael H. Lou had 679 shares of common stock withheld on February 20, 2026 at $104.99 per share. This was a tax-withholding disposition tied to vesting restricted stock units, not an open-market sale. After this transaction, he directly owned 97,699 common shares.

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^*

Lou Michael H

(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, CSO, and CCO

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		679(1)	D	$104.99	97,699	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 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 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 Michael H. Lou?

Chord Energy reported a tax-withholding disposition for EVP, CSO, and CCO Michael H. Lou. The company withheld 679 common shares upon RSU vesting to cover tax obligations, rather than conducting an open-market sale, leaving him with 97,699 directly owned shares.

How many Chord Energy (CHRD) shares were withheld for taxes in this Form 4?

A total of 679 Chord Energy common shares were withheld to satisfy tax obligations. The shares were retained by the issuer in connection with restricted stock unit vesting, based on the closing share price on February 19, 2026, rather than being sold in the market.

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

The 679 withheld Chord Energy common shares were valued at a price of $104.99 per share. This price reflects the closing market price on February 19, 2026, and was used to determine how many shares were needed to cover Michael H. Lou’s tax liability.

Did Chord Energy EVP Michael H. Lou sell shares on the open market in this filing?

No, the Form 4 shows no open-market sale by Michael H. Lou. Instead, 679 shares were withheld by Chord Energy to satisfy his tax withholding obligations tied to restricted stock unit vesting under the company’s 2020 Long Term Incentive Plan.

How many Chord Energy (CHRD) shares does Michael H. Lou hold after this Form 4 transaction?

Following the tax-withholding disposition, Michael H. Lou directly owns 97,699 Chord Energy common shares. This reported balance reflects his holdings after 679 shares were withheld by the company to cover taxes from restricted stock unit vesting.

What plan governed the Chord Energy (CHRD) tax-withholding share disposition?

The tax-withholding share disposition occurred under Chord Energy’s 2020 Long Term Incentive Plan. Shares were withheld instead of issued in full when restricted stock units vested, with the withholding amount based on the February 19, 2026 closing stock price.