CNR (CNR) SVP granted 4,440 RSUs and withholds 774 shares for taxes

Rhea-AI Filing Summary

Core Natural Resources, Inc. senior vice president of Marketing & Sales, Robert J. Braithwaite Jr., reported equity compensation activity and related tax withholding. On February 17, he acquired 4,440 restricted stock units at $0.00 per share as a grant that vests in equal annual installments over three years, beginning on the first anniversary of the grant date. Each unit represents a contingent right to receive one share of common stock. On February 18, a total of 774 shares of common stock were disposed of at $88.96 per share to satisfy his tax liability from vesting of previously granted restricted stock units. Following these transactions, he directly owned 16,290 shares of common stock, including 8,169 unvested restricted 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

OMB APPROVAL

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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^*

Braithwaite Robert J. Jr.

(Last) (First) (Middle)

275 TECHNOLOGY DRIVE, SUITE 101

(Street)

CANONSBURG PA 15317

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Core Natural Resources, Inc. [ CNR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Marketing & Sales

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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, par value $0.01 per share	02/17/2026		A		4,440(1)	A	$0	17,064	D
Common stock, par value $0.01 per share	02/18/2026		F		310(2)	D	$88.96	16,754	D
Common stock, par value $0.01 per share	02/18/2026		F		464(2)	D	$88.96	16,290(3)	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. Represents a grant of restricted stock units pursuant to the Issuer's Omnibus Performance Incentive Plan, which vest annually in equal installments over a period of three years, beginning on the first anniversary of the grant date. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.

2. Represents shares of common stock withheld to satisfy the Reporting Person's tax liability from the vesting of restricted stock units previously granted to him.

3. Of the 16,290 shares reported, 8,169 are unvested restricted stock units.

	/s/ Rosemary L. Klein, Attorney-in-Fact for Robert J. Braithwaite, Jr.	02/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did CNR executive Robert J. Braithwaite Jr. report?

Robert J. Braithwaite Jr. reported receiving a grant of 4,440 restricted stock units and disposing of 774 shares. The disposals were for tax withholding related to vesting of previously granted restricted stock units, not open-market sales.

How many restricted stock units did CNR grant to Robert J. Braithwaite Jr.?

He was granted 4,440 restricted stock units at a price of $0.00 per share. These units vest in equal annual installments over three years, beginning on the first anniversary of the grant date, subject to their terms.

Why did Robert J. Braithwaite Jr. dispose of CNR shares in this Form 4?

The 774 disposed shares were withheld to satisfy his tax liability from vesting of previously granted restricted stock units. This tax-withholding disposition is different from discretionary open-market selling of shares.

At what price were the CNR shares used for tax withholding valued?

The shares used for tax withholding dispositions were valued at $88.96 per share. This price applies to both reported tax-withholding transactions tied to the vesting of previously granted restricted stock units.

How many CNR shares does Robert J. Braithwaite Jr. hold after these transactions?

After the reported transactions, he directly held 16,290 shares of CNR common stock. Of this total, 8,169 represent unvested restricted stock units that remain subject to vesting conditions over time.

How do the new restricted stock units for CNR’s Braithwaite vest over time?

The 4,440 restricted stock units vest annually in equal installments over three years. Vesting begins on the first anniversary of the grant date under Core Natural Resources’ Omnibus Performance Incentive Plan.