[8-K] Coterra Energy Inc. Reports Material Event

Rhea-AI Filing Summary

Coterra Energy Inc. (CTRA) furnished its third‑quarter 2025 earnings update. On November 3, 2025, the company issued a press release covering Q3 2025 results, furnished as Exhibit 99.1 under Item 2.02.

The release includes certain non‑GAAP financial measures, with the most directly comparable GAAP measures and reconciliations provided within the press release. Exhibit 99.1 is furnished, not filed, and is not incorporated by reference into other filings unless specifically identified as such.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549 

FORM 8-K 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934 

Date of Report (date of earliest event reported): November 3, 2025

COTERRA ENERGY INC.

(Exact name of registrant as specified in its charter)

Delaware

1-10447

04-3072771

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

Three Memorial City Plaza
840 Gessner Road, Suite 1400
Houston, Texas						77024
(Address of principal executive offices)						(Zip Code)

Registrant’s telephone number, including area code:  (281) 589-4600

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, par value $0.10 per share			CTRA			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02     Results of Operations and Financial Condition.

On November 3, 2025, we issued a press release with respect to our 2025 third quarter earnings. The press release is furnished as Exhibit 99.1 to this Current Report. The press release contains certain measures which may be deemed “non-GAAP financial measures” as defined in Item 10 of Regulation S-K of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). In each case, the most directly comparable GAAP financial measure and information reconciling the GAAP and non-GAAP measures is also included in the press release.

Exhibit 99.1 shall not be deemed to be “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act unless specifically identified in such filing as being incorporated therein by reference.

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Item 9.01                                           Financial Statements and Exhibits.

(d)                                 Exhibits 

99.1        Press release issued by Coterra Energy Inc. dated November 3, 2025

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURE 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			COTERRA ENERGY INC.
			By:			/s/ GREGORY F. CONAWAY
						Gregory F. Conaway
						Vice President and Chief Accounting Officer

Date: November 3, 2025

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FAQ

What did Coterra Energy (CTRA) disclose in this 8-K?

Coterra furnished a press release with its Q3 2025 earnings under Item 2.02, attached as Exhibit 99.1.

Does the CTRA earnings release include non-GAAP metrics?

Yes. It includes certain non-GAAP financial measures with GAAP comparisons and reconciliations in the press release.

When was the CTRA press release issued?

November 3, 2025.

Is Exhibit 99.1 considered filed with the SEC?

No. It is furnished, not filed, and is not subject to Section 18 liabilities.

Can Exhibit 99.1 be incorporated into other CTRA filings?

Only if another filing specifically identifies Exhibit 99.1 as incorporated by reference.

Which 8-K item did Coterra use for this disclosure?

Item 2.02, Results of Operations and Financial Condition.