ConocoPhillips (NYSE: COP) EVP exercises 4,103 units, 1,615 shares for tax

Rhea-AI Filing Summary

ConocoPhillips Executive Vice President Kirk L. Johnson exercised 4,103 stock units into 4,103 shares of common stock. Each stock unit was economically equivalent to one share and represented ConocoPhillips common stock on a 1-for-1 basis, including units acquired as dividend equivalents.

To satisfy tax obligations related to this conversion, 1,615 shares of common stock were delivered at a price of $111.23 per share under a tax-withholding disposition. Following these transactions, Johnson directly holds 17,015 shares of ConocoPhillips 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^*

JOHNSON KIRK L.

(Last) (First) (Middle)

16930 PARK ROW DR.

(Street)

HOUSTON TX 77084

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CONOCOPHILLIPS [ COP ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
02/14/2026

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	02/14/2026		M		4,103(1)	A	(2)	18,630	D
Common Stock	02/14/2026		F		1,615	D	$111.23	17,015	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
Stock Units	(3)	02/14/2026		M			4,103	(4)	02/14/2026	Common Stock	4,103	$0.00	0	D

Explanation of Responses:

1. The amount includes units acquired as dividend equivalents pursuant to the award agreement.

2. Each stock unit was the economic equivalent of one share of common stock and settled in shares.

3. The stock units represent ConocoPhillips common stock on a 1-for-1 basis.

4. The stock units grant settles 3 years from date of grant, subject to earlier or partial settlement upon termination of employment after attainment of age 55 with five years of service, layoff, death or disability, or a change in control.

	Kelly B. Rose, Attorney in Fact (by Power of Attorney)	02/18/2026
	** 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 did ConocoPhillips (COP) executive Kirk L. Johnson report on this Form 4?

Kirk L. Johnson reported exercising 4,103 stock units into 4,103 shares of ConocoPhillips common stock. The filing also shows a related tax-withholding disposition of 1,615 shares and a resulting direct ownership of 17,015 common shares.

How many ConocoPhillips (COP) stock units did Kirk L. Johnson convert to common shares?

He converted 4,103 stock units into 4,103 shares of ConocoPhillips common stock. Each unit was the economic equivalent of one share and represented common stock on a 1-for-1 basis, including units acquired as dividend equivalents under the award agreement.

What was the purpose of the 1,615 ConocoPhillips (COP) shares disposed of by Kirk L. Johnson?

The 1,615 shares were delivered in a tax-withholding disposition. This transaction, coded “F,” represents payment of the exercise price or related tax liability by delivering securities, at a reported price of $111.23 per share on the transaction date.

How many ConocoPhillips (COP) shares does Kirk L. Johnson own after these transactions?

After the reported transactions, Kirk L. Johnson directly owns 17,015 shares of ConocoPhillips common stock. This figure reflects the net position following the conversion of 4,103 stock units and the tax-withholding disposition of 1,615 shares reported in the filing.

How do ConocoPhillips stock units held by Kirk L. Johnson relate to common stock?

Each stock unit was economically equivalent to one share of ConocoPhillips common stock and settled in shares. The stock units represented common stock on a 1-for-1 basis and included units acquired as dividend equivalents, according to the award’s terms described in the footnotes.

When do ConocoPhillips (COP) stock unit grants to Kirk L. Johnson typically settle?

The stock unit grant settles three years from the date of grant. Earlier or partial settlement can occur upon termination of employment after age 55 with five years of service, layoff, death or disability, or a change in control, as outlined in the award’s terms.