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Liberty Mutual exits 5% holder status in Crescent Energy (NYSE: CRGY)

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Liberty Mutual-affiliated entities sharply reduced their stake in Crescent Energy Company’s Class A common stock. On May 7, 2026, Liberty Mutual Foundation Inc. sold 32,600,000 shares in a block trade at .33 per share, for an aggregate amount of 401,958,000. After this transaction, Liberty Mutual Foundation Inc. and Liberty Energy Holdings LLC together beneficially own 4,294,411 shares, or about 1.3% of Crescent’s 330,251,628 Class A shares outstanding as of April 30, 2026. This amendment is designated as the final amendment and an exit filing, as the reporting group has ceased to be a 5% beneficial owner.

Positive

  • None.

Negative

  • Large legacy holder sells majority of stake and exits 5% status, with Liberty Mutual Foundation Inc. disposing of 32,600,000 Crescent Energy Class A shares in a block trade and the reporting group dropping to 1.3% beneficial ownership.

Insights

Large Crescent Energy holder sold 32.6M shares and fell below 5% ownership.

Affiliates of Liberty Mutual disclosed a major reduction in their Crescent Energy position. Liberty Mutual Foundation Inc. completed a block trade of 32,600,000 Class A shares, with an aggregate transaction value of 401,958,000, materially shrinking their holdings.

Following the sale, the Liberty group reports beneficial ownership of 4,294,411 shares, or about 1.3% of Crescent’s 330,251,628 Class A shares outstanding as of April 30, 2026. This moves them below the 5% Schedule 13D reporting threshold and converts this filing into an exit amendment.

The exit from 5% holder status removes a large concentrated shareholder from Crescent’s register. Future ownership disclosures would now come only if Liberty-related entities later re-cross reporting thresholds, as this amendment indicates no further beneficial ownership reporting obligations for the group.

Block trade size 32,600,000 shares Class A Common Stock sold by Liberty Mutual Foundation Inc. on May 7, 2026
Block trade aggregate amount 401,958,000 Aggregate consideration for the May 7, 2026 block trade
Stated per-share sale price .33 per share Price per share for the May 7, 2026 block trade
Post-transaction beneficial ownership 4,294,411 shares Class A shares beneficially owned by reporting persons after sale
Ownership percentage after sale 1.3% Portion of Class A Common Stock beneficially owned by reporting group
Shares outstanding 330,251,628 shares Crescent Energy Class A shares outstanding as of April 30, 2026
Restricted stock units included 39,665 RSUs RSUs issued to director designees included in beneficial ownership
Schedule 13D regulatory
"This Amendment No. 6 amends the statement on filed with the U.S. Securities and Exhchange Commision"
A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.
beneficial owners financial
"The Reporting Persons may be deemed to be the beneficial owners of an aggregate of 4,294,411 shares"
Beneficial owners are the people or entities that actually enjoy the economic benefits and control of shares or other assets, even when legal title is held by someone else such as a broker, custodian or trustee. Investors pay attention because beneficial owners hold the real voting power, receive dividends and can influence strategy and takeover outcomes — like the driver of a car who uses and maintains it while the bank holds the title — so disclosure shows who truly controls and benefits.
block trade financial
"Liberty Mutual Foundation Inc. sold 32,600,000 shares of Class A Common Stock of the Issuer in a block trade"
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 financial
"Rows 8, 10 and 11 include 39,665 restricted stock units issued to the director designees"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
exit filing regulatory
"This Amendment is the final amendment to the and an exit filing for the Reporting Purposes."





44952J104

(CUSIP Number)
Scott D. Fitzhenry
175 Berkeley Street,
Boston, MA, 02116
617-357-9500

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
05/07/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Rows 8, 10 and 11 include 39,665 restricted stock units issued to the director designees of the Reporting Persons. (2) Row 13 is based on 330,251,628 shares of Class A Common Stock of the Issuer outstanding as of April 30, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 4, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Rows 8, 10 and 11 include 39,665 restricted stock units issued to the director designees of the Reporting Persons. (2) Row 13 is based on 330,251,628 shares of Class A Common Stock of the Issuer outstanding as of April 30, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 4, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Rows 8, 10 and 11 include 39,665 restricted stock units issued to the director designees of the Reporting Persons. (2) Row 13 is based on 330,251,628 shares of Class A Common Stock of the Issuer outstanding as of April 30, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 4, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Rows 8, 10 and 11 include 39,665 restricted stock units issued to the director designees of the Reporting Persons. (2) Row 13 is based on 330,251,628 shares of Class A Common Stock of the Issuer outstanding as of April 30, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 4, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Rows 8, 10 and 11 include 39,665 restricted stock units issued to the director designees of the Reporting Persons. (2) Row 13 is based on 330,251,628 shares of Class A Common Stock of the Issuer outstanding as of April 30, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 4, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Rows 8, 10 and 11 include 39,665 restricted stock units issued to the director designees of the Reporting Persons. (2) Row 13 is based on 330,251,628 shares of Class A Common Stock of the Issuer outstanding as of April 30, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 4, 2026.


SCHEDULE 13D


Liberty Mutual Foundation Inc.
Signature:/s/ Vlad Barbalat
Name/Title:Vlad Barbalat / Executive Vice President
Date:05/11/2026
Liberty Mutual Insurance Company
Signature:/s/ Vlad Barbalat
Name/Title:Vlad Barbalat / Executive Vice President
Date:05/11/2026
Liberty Mutual Group Inc.
Signature:/s/ Vlad Barbalat
Name/Title:Vlad Barbalat / Executive Vice President
Date:05/11/2026
LMHC Massachusetts Holdings Inc.
Signature:/s/ Vlad Barbalat
Name/Title:Vlad Barbalat / Executive Vice President
Date:05/11/2026
Liberty Mutual Holding Company Inc.
Signature:/s/ Vlad Barbalat
Name/Title:Vlad Barbalat / Executive Vice President
Date:05/11/2026
Liberty Energy Holdings, LLC
Signature:/s/ Vlad Barbalat
Name/Title:Vlad Barbalat / President
Date:05/11/2026

FAQ

What did Liberty Mutual entities disclose about their Crescent Energy (CRGY) holdings?

They reported a major reduction in Crescent Energy Class A holdings. After a large sale, Liberty-affiliated entities beneficially own 4,294,411 shares, representing about 1.3% of the 330,251,628 shares outstanding as of April 30, 2026.

How many Crescent Energy (CRGY) shares did Liberty Mutual Foundation Inc. sell?

Liberty Mutual Foundation Inc. sold 32,600,000 Crescent Energy Class A shares in a single block trade. The filing states the sale price was .33 per share, for a total transaction amount of 401,958,000.

What is Liberty Mutual’s remaining ownership percentage in Crescent Energy (CRGY)?

After the sale, the reporting Liberty entities beneficially own about 1.3% of Crescent Energy’s Class A stock. This percentage is based on 330,251,628 shares outstanding as of April 30, 2026, as disclosed in Crescent’s most recent Form 10-Q.

Why is this Crescent Energy (CRGY) Schedule 13D/A labeled a final amendment?

It is labeled a final amendment because the Liberty reporting group fell below the 5% beneficial ownership threshold. After the May 7, 2026 sale, they ceased to be 5% holders and state they have no further beneficial ownership reporting obligations.

Which Liberty entities directly hold Crescent Energy (CRGY) shares now?

Liberty Mutual Foundation Inc. directly holds 4,213,628 Class A shares, and Liberty Energy Holdings LLC directly holds 80,783 shares. Together, under common control, the reporting persons may be deemed beneficial owners of an aggregate 4,294,411 Class A shares.

What role did Liberty Mutual’s board designees play in the Crescent Energy (CRGY) stake?

The filing notes 39,665 restricted stock units issued to director designees of the reporting persons are included in the beneficial ownership figures. As of May 5, 2026, Bevin Brown resigned from Crescent’s board, leaving no employee director designees from the reporting group.