Core Natural Resources (CNR) COO granted 7,530 RSUs, shares withheld for tax

Rhea-AI Filing Summary

Core Natural Resources, Inc. reported insider equity activity for SVP and Chief Operating Officer George John Schuller Jr. He received a grant of 7,530 restricted stock units on February 17, 2026, vesting in equal annual installments over three years, with each unit representing one share of common stock.

On February 18, 2026, the company withheld 713 shares and 1,069 shares of common stock, each at $88.96 per share, to satisfy his tax liability from the vesting of previously granted restricted stock units. Following these transactions, he held 27,338 shares of common stock, of which 16,274 were 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^*

Schuller George John 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, Chief Operating Officer

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		7,530(1)	A	$0	29,120	D
Common stock, par value $0.01 per share	02/18/2026		F		713(2)	D	$88.96	28,407	D
Common stock, par value $0.01 per share	02/18/2026		F		1,069(2)	D	$88.96	27,338(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 27,338 shares reported, 16,274 are unvested restricted stock units.

	/s/ Rosemary L. Klein, Attorney-in-Fact for George John Schuller, 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 George Schuller report?

George Schuller reported one equity award and two tax-related share dispositions. He received 7,530 restricted stock units, then had 713 and 1,069 shares withheld at $88.96 each to cover tax liabilities from vesting restricted stock units.

How many restricted stock units were granted to the CNR COO?

The COO received a grant of 7,530 restricted stock units. These units vest in equal annual installments over three years, starting on the first anniversary of the grant date, with each unit representing the right to receive one share of common stock.

Were the CNR insider’s share dispositions open-market sales?

No, the dispositions were for tax withholding, not open-market sales. Shares were withheld by the company to satisfy the reporting person’s tax liability from the vesting of previously granted restricted stock units, using a transaction code designated for that purpose.

What share price was used for CNR’s tax-withholding share dispositions?

The tax-withholding dispositions used a price of $88.96 per share. This price applied to both batches of withheld common stock, totaling 713 shares and 1,069 shares, and was used solely to calculate the value of shares withheld for tax obligations.

How many CNR shares does the reporting person hold after these transactions?

After the reported transactions, the insider held 27,338 shares of common stock. According to the disclosure, 16,274 of these shares consisted of unvested restricted stock units, which will vest over time according to their specific award schedules.

How do the CNR restricted stock units for the COO vest over time?

The 7,530 restricted stock units vest in three equal annual installments. Vesting begins on the first anniversary of the grant date, with each restricted stock unit providing a contingent right to receive one share of Core Natural Resources common stock upon vesting.