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Coterra (CTRA) director’s shares disposed, converted into Devon stock rights

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Coterra Energy Inc. director Lisa A. Stewart reported disposing of her Coterra common stock in connection with the company’s merger with Devon Energy Corporation. On the transaction date, 5,700 indirectly held shares in an IRA and 112,312 directly held shares were shown as dispositions to the issuer at a reported price of $0.00 per share. A footnote explains that, at the merger’s effective time, each Coterra share held by the reporting person was converted into the right to receive 0.7 shares of Devon common stock. Following these transactions, the filing reports zero Coterra shares owned.

Positive

  • None.

Negative

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Insider STEWART LISA A
Role null
Type Security Shares Price Value
Disposition Common Stock 112,312 $0.00 --
Disposition Common Stock 5,700 $0.00 --
Holdings After Transaction: Common Stock — 0 shares (Direct, null); Common Stock — 0 shares (Indirect, By IRA)
Footnotes (1)
  1. [object Object]
Indirect shares disposed 5,700 shares Common Stock held by IRA, disposition to issuer
Direct shares disposed 112,312 shares Common Stock held directly, disposition to issuer
Merger exchange ratio 0.7 shares Devon common stock per Coterra share at Effective Time
Agreement and Plan of Merger financial
"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.
Effective Time financial
"as of the effective time of the transactions contemplated thereby (the "Effective Time")..."
par value financial
"each share of the Issuer's common stock, par value $0.10 per share..."
Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.
disposition to issuer financial
"transaction_code_description": "Disposition to issuer""
SEC Form 4
FORM 4UNITED 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*
STEWART LISA A

(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)
XDirector10% 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)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/07/2026D(1)112,312(1)D$00D
Common Stock05/07/2026D(1)5,700(1)D$00IBy IRA
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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, 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.
Remarks:
/s/ Marcus G. Bolinder, attorney-in-fact05/11/2026
** Signature of Reporting PersonDate
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 does Lisa A. Stewart’s Form 4 disclose for Coterra Energy (CTRA)?

The Form 4 shows Lisa A. Stewart disposing of all reported Coterra shares. It records issuer dispositions of both directly and indirectly held common stock tied to Coterra’s merger with Devon Energy, after which the filing lists her Coterra common stock holdings as zero shares.

How many Coterra Energy (CTRA) shares did Lisa A. Stewart dispose of?

The filing reports two dispositions of Coterra common stock. One transaction covers 5,700 shares held indirectly through an IRA, and another covers 112,312 shares held directly. Both are coded as dispositions to the issuer at a reported transaction price of $0.00 per share.

How are Coterra Energy (CTRA) shares converted in the Devon merger?

Each Coterra share was converted into the right to receive Devon stock. The footnote states that, at the effective time of the merger, every Coterra common share held by the reporting person became the right to receive 0.7 shares of Devon Energy common stock.

Is Lisa A. Stewart’s disposition in Coterra (CTRA) an open-market sale?

No, the transactions are coded as dispositions to the issuer, not market sales. The Form 4 uses transaction code D, indicating shares were returned to the issuer, in connection with the merger conversion into rights to receive Devon Energy common stock.

What is Lisa A. Stewart’s reported Coterra (CTRA) ownership after the merger transaction?

After the recorded dispositions, the Form 4 reports zero Coterra shares owned. Both her directly held and IRA-held Coterra common stock positions show total shares following the transactions as 0.0000, reflecting the merger-related conversion into rights to Devon shares.