Coterra (CTRA) director converts 79,621 shares into Devon equity via merger

Rhea-AI Filing Summary

Coterra Energy Inc. director Amanda M. Brock reported a full disposition of her Coterra common stock in connection with the company’s merger into Devon Energy. The filing shows 79,621 shares of Coterra common stock were disposed of to the issuer at a stated price of $0.00 per share, leaving her with no Coterra shares after the transaction.

Under the merger agreement, each Coterra share held immediately before the effective time was converted into the right to receive 0.7 shares of Devon common stock. This also applied to 49,344 Coterra shares underlying vested deferred restricted stock unit awards, which were converted into Devon restricted stock unit awards using the same 0.7 exchange ratio.

Insights

Equity compensation and corporate actions analyst

Director’s Coterra equity fully converted into Devon equity via merger mechanics.

The Form 4 shows director Amanda M. Brock disposing of 79,621 Coterra common shares back to the issuer at a stated price of $0.00 per share. This is coded as a disposition to the issuer, reflecting the technical treatment used in the merger rather than an open-market sale.

Per the merger agreement effective at the closing, each Coterra share was converted into the right to receive 0.7 shares of Devon common stock. The filing also notes 49,344 Coterra shares subject to vested deferred RSU awards that were converted into Devon RSU awards using the same 0.7% exchange ratio. Because these changes arise from a negotiated merger rather than discretionary trading, the informational value for assessing insider sentiment is limited.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Brock Amanda M

Role null

Type	Security	Shares	Price	Value
Disposition	Common Stock	79,621	$0.00	--

Holdings After Transaction: Common Stock — 0 shares (Direct, null)

Footnotes (1)

1. Pursuant to the Agreement and Plan of Merger entered into on February 1, 2026, by and among the Issuer, Devon Energy Corporation ("Devon") and Cubs Merger Sub, Inc., as of the effective time of the transactions contemplated thereby (the "Effective Time"), each share of the Issuer's common stock, par value $0.10 per share ("Issuer Common Stock"), held by the Reporting Person as of immediately prior to the Effective Time was converted into the right to receive 0.7 shares of Devon common stock, par value $0.10 per share ("Devon Common Stock"). This amount includes 49,344 shares of Issuer Common Stock subject to deferred awards of vested restricted stock units ("Deferred RSU Awards") held by the Reporting Person that, as of the Effective Time, were converted, on the same terms and conditions, into restricted stock unit awards covering a total number of shares of Devon Common Stock equal to the product of (i) the total number of shares of Issuer Common Stock subject to such Deferred RSU Awards as of immediately prior to the Effective Time, multiplied by (ii) 0.7.

Key Figures

Shares disposed: 79,621 shares Price per share: $0.00 per share Post-transaction Coterra holdings: 0 shares +2 more

5 metrics

Shares disposed 79,621 shares Coterra common stock disposed to issuer under merger treatment

Price per share $0.00 per share Stated disposition price in Form 4

Post-transaction Coterra holdings 0 shares Common stock held after disposition

Exchange ratio 0.7 shares Devon common stock per Coterra share at effective time

Deferred RSU-linked Coterra shares 49,344 shares Coterra shares subject to deferred vested RSU awards converted to Devon RSUs

Key Terms

Agreement and Plan of Merger, Deferred RSU Awards, restricted stock unit awards, Disposition to issuer

4 terms

Agreement and Plan of Merger regulatory

"Pursuant to the Agreement and Plan of Merger entered into on February 1, 2026..."

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

Deferred RSU Awards financial

"This amount includes 49,344 shares... subject to deferred awards of vested restricted stock units ("Deferred RSU Awards")..."

restricted stock unit awards financial

"...converted, on the same terms and conditions, into restricted stock unit awards covering a total number of shares of Devon Common Stock..."

Restricted stock unit awards are company promises to deliver a specific number of shares to employees or service providers in the future once conditions—such as staying with the company for a set time or meeting performance targets—are met. They matter to investors because when the promises convert into actual shares they increase the total share count and can reduce earnings per share, while also aligning recipients’ interests with stock performance much like deferred pay that turns into ownership if goals are met.

Disposition to issuer financial

"transaction_code_description": "Disposition to issuer""

Form 4 Insider Transactions: What Each Field Means →

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

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^*

Brock Amanda M

(Last) (First) (Middle)

840 GESSNER ROAD, SUITE 1400

(Street)

HOUSTON TEXAS 77024

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Coterra Energy Inc. [ CTRA ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/07/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/07/2026		D(1)		79,621(1)(2)	D	$0	0	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. Pursuant to the Agreement and Plan of Merger entered into on February 1, 2026, by and among the Issuer, Devon Energy Corporation ("Devon") and Cubs Merger Sub, Inc., as of the effective time of the transactions contemplated thereby (the "Effective Time"), each share of the Issuer's common stock, par value $0.10 per share ("Issuer Common Stock"), held by the Reporting Person as of immediately prior to the Effective Time was converted into the right to receive 0.7 shares of Devon common stock, par value $0.10 per share ("Devon Common Stock").

2. This amount includes 49,344 shares of Issuer Common Stock subject to deferred awards of vested restricted stock units ("Deferred RSU Awards") held by the Reporting Person that, as of the Effective Time, were converted, on the same terms and conditions, into restricted stock unit awards covering a total number of shares of Devon Common Stock equal to the product of (i) the total number of shares of Issuer Common Stock subject to such Deferred RSU Awards as of immediately prior to the Effective Time, multiplied by (ii) 0.7.

Remarks:

	/s/ Marcus G. Bolinder, attorney-in-fact	05/11/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Coterra Energy (CTRA) director Amanda Brock report in this Form 4?

Amanda Brock reported a disposition of 79,621 shares of Coterra Energy common stock to the issuer. This occurred as part of Coterra’s merger with Devon Energy, which converted her Coterra holdings into rights to receive Devon common stock and related equity awards.

Was Amanda Brock’s Coterra (CTRA) transaction an open-market sale?

No, the transaction is coded as a disposition to the issuer at a stated price of $0.00 per share. It reflects the share treatment under the merger agreement with Devon Energy, not an open-market sale based on a trading decision or market price.

How many Coterra (CTRA) shares did Amanda Brock dispose of in the merger?

She disposed of 79,621 shares of Coterra common stock to the issuer. After this transaction, her reported Coterra common stock holdings were zero, as her economic interest shifted to Devon equity under the agreed 0.7-for-1 share exchange structure.

What exchange ratio applied to Coterra (CTRA) shares in the Devon merger?

Each share of Coterra common stock was converted into the right to receive 0.7 shares of Devon common stock. This same 0.7 exchange ratio also applied to shares underlying vested deferred restricted stock unit awards held by Amanda Brock at the effective time of the merger.

How were Amanda Brock’s Coterra (CTRA) deferred RSU awards treated?

The filing states she held 49,344 Coterra shares subject to deferred vested RSU awards. At the merger’s effective time, these were converted into Devon restricted stock unit awards covering a number of Devon shares equal to 49,344 multiplied by the 0.7 exchange ratio.

Does Amanda Brock still hold any Coterra (CTRA) common stock after this transaction?

No, the Form 4 reports total Coterra common stock holdings of zero following the transaction. Her prior Coterra shares and related deferred RSU-linked shares were converted into rights to receive Devon common stock or Devon restricted stock unit awards under the merger terms.