32.6M Crescent Energy (NYSE: CRGY) shares sold by Liberty affiliate
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Crescent Energy Co reported a large insider sale by an affiliated Liberty Mutual entity. Liberty Mutual Foundation Inc. sold 32,600,000 shares of Class A Common Stock in a block trade under Rule 144 at $12.33 per share. After the transaction, a related reporting person shows 4,213,628 shares of Class A Common Stock held directly and 80,783 shares held indirectly. The footnotes explain a complex Liberty Mutual ownership chain and state that each related Liberty entity disclaims beneficial ownership except to the extent of its pecuniary interest. The notes also describe restricted stock units granted to Liberty nominees on Crescent’s board, with any director compensation, including shares from RSUs, to be transferred to Liberty Energy Holdings, LLC.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 32,600,000 shares ($401,958,000)
Net Sell
2 txns
Insider
Liberty Mutual Foundation Inc., Liberty Energy Holdings, LLC, LIBERTY MUTUAL HOLDING Co INC.
Role
null | null | null
Sold
32,600,000 shs ($401.96M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 32,600,000 | $12.33 | $401.96M |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 4,213,628 shares (Direct, null);
Class A Common Stock — 80,783 shares (Indirect, See Footnotes)
Footnotes (1)
- Represents shares of Class A Common Stock sold by Liberty Mutual Foundation Inc. (the "Foundation") in a block trade pursuant to Rule 144 of the Securities Act of 1933, as amended. Liberty Energy Holdings, LLC ("LEH") may be deemed to beneficially own the shares held by the Foundation due to their common control but have no pecuniary interest in such shares. The sole member of LEH is Liberty Mutual Insurance Company ("Liberty Mutual"), which is wholly owned by Liberty Mutual Group Inc. The sole shareholder of Liberty Mutual Group Inc. is LMHC Massachusetts Holdings Inc., whose sole shareholder is Liberty Mutual Holding Company Inc. Because Liberty Mutual Holding Company Inc. is a mutual holding company, its members are entitled to vote at meetings of the company. No such member is entitled to cast 5% or more of the votes. (Continued from Footnote 3) Each of The Foundation, LEH, Liberty Mutual, Liberty Mutual Group Inc., LMHC Massachusetts Holdings Inc. and Liberty Mutual Holding Company Inc. (collectively, the "Record Holders") directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to be the indirect beneficial owner of some or all of the equity interests referred to in note 6 owned by the Record Holders. (Continued from Footnote 4) Each Record Holder disclaims beneficial ownership of such equity interests reported herein, except to the extent of its pecuniary interest therein, and, with respect to each of the Record Holders, except to the extent of its respective direct ownership reported herein, and this report shall not be deemed an admission that the Record Holders are the beneficial owners of such securities for purposes of Section 16 or for any other purposes. Bevin Brown is an officer of LEH and served on the Board of Directors of Crescent Energy Company (the "Issuer") until May 5, 2026, as a nominee of PT Independence Energy Holdings LLC, an affiliate of LEH. The Issuer previously granted to Ms. Brown pursuant to the Crescent Energy Company 2021 Equity Incentive Plan, in her capacity as a director of the Issuer, and to another officer of LEH who previously served on the Board of Directors of the Issuer as a nominee of PT Independence Energy Holdings LLC, restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Class A Common Stock. Ms. Brown and such other LEH officer have agreed that they will not receive any separate compensation for serving as a director of the Issuer and will transfer to LEH any director compensation received from the Issuer, including any shares received in settlement of the RSUs.
Key Figures
Shares sold: 32,600,000 shares
Sale price: $12.33 per share
Direct holdings after sale: 4,213,628 shares
+2 more
5 metrics
Shares sold
32,600,000 shares
Class A Common Stock sold by Liberty Mutual Foundation Inc. in block trade
Sale price
$12.33 per share
Price for Class A Common Stock sale on May 7, 2026
Direct holdings after sale
4,213,628 shares
Class A Common Stock directly held following the reported sale
Indirect holdings entry
80,783 shares
Class A Common Stock reported as indirectly held with footnote reference
Net shares sold
32,600,000 shares
Net sell direction across reported transactions
Key Terms
Rule 144, block trade, restricted stock units ("RSUs"), pecuniary interest, +1 more
5 terms
Rule 144 regulatory
"sold by Liberty Mutual Foundation Inc. in a block trade pursuant to Rule 144 of the Securities Act of 1933"
Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.
block trade financial
"Represents shares of Class A Common Stock sold by Liberty Mutual Foundation Inc. in a block trade pursuant to Rule 144"
A block trade is a large, privately arranged sale or purchase of a company's shares or bonds between big investors, often negotiated to avoid upsetting the public market price. Think of it like selling a truckload of goods directly to one buyer instead of unloading it on a busy street — it moves a lot of supply at once and can signal shifting demand, affect immediate liquidity, and influence short-term stock prices.
restricted stock units ("RSUs") financial
"the Issuer previously granted to Ms. Brown and another officer restricted stock units ("RSUs")"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
pecuniary interest financial
"Each Record Holder disclaims beneficial ownership of such equity interests, except to the extent of its pecuniary interest therein"
indirect beneficial owner regulatory
"may be deemed for purposes of Section 16 to be the indirect beneficial owner of some or all of the equity interests"
FAQ
What insider transaction did Crescent Energy (CRGY) report in this Form 4?
Crescent Energy reported a major insider sale by Liberty Mutual Foundation Inc., which sold 32,600,000 shares of Class A Common Stock in a Rule 144 block trade at $12.33 per share, significantly reducing the reported position but leaving substantial holdings.
What is disclosed about RSUs held by Liberty nominees at Crescent Energy (CRGY)?
The filing notes that Bevin Brown and another Liberty Energy Holdings officer received restricted stock units as Crescent directors. Each RSU equals one Class A share, and they agreed not to keep separate director compensation, transferring any such RSU-settled shares to Liberty Energy Holdings, LLC.