Coterra (CTRA) director Vallejo disposes 85,361 shares in merger for Devon stock

Rhea-AI Filing Summary

Coterra Energy Inc. director Frances M. Vallejo reported a disposition of 85,361 shares of Coterra common stock back to the company. This disposition reflects the closing of a merger in which each Coterra share was converted into the right to receive 0.7 shares of Devon Energy common stock. Following the transaction, Vallejo no longer holds Coterra common stock directly, with her former position effectively exchanged for Devon shares under the merger terms.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Vallejo Frances M

Role null

Type	Security	Shares	Price	Value
Disposition	Common Stock	85,361	$0.00	--

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

Footnotes (1)

1. [object Object]

Key Figures

Shares disposed: 85,361 shares Price per share: $0.00 per share Shares held after transaction: 0 shares +1 more

4 metrics

Shares disposed 85,361 shares Disposition to issuer on 2026-05-07

Price per share $0.00 per share Issuer disposition under merger

Shares held after transaction 0 shares Coterra common stock directly held by Vallejo

Conversion ratio 0.7 shares Devon common stock per Coterra share at Effective Time

Key Terms

Agreement and Plan of Merger, Effective Time, Disposition to issuer, Common Stock, +1 more

5 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.

Effective Time regulatory

"as of the effective time of the transactions contemplated thereby (the "Effective Time")"

Disposition to issuer financial

"transaction_code_description": "Disposition to issuer""

Common Stock financial

"each share of the Issuer's common stock, par value $0.10 per share"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

conversion financial

"was converted into the right to receive 0.7 shares of Devon common stock"

Conversion is the exchange of one type of financial instrument for another, most commonly turning convertible bonds or preferred shares into common stock. It matters to investors because conversion changes the number of outstanding shares and ownership stakes—like trading a coupon for a slice of a company—potentially reducing each existing owner's portion, affecting per-share earnings, voting power and the market value of the stock.

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^*

Vallejo Frances 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)		85,361(1)	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, 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-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 insider transaction did Coterra Energy (CTRA) report for Frances M. Vallejo?

Coterra director Frances M. Vallejo reported disposing of 85,361 shares of Coterra common stock. The shares were surrendered to the issuer as part of a merger transaction and converted into rights to receive Devon Energy common stock.

Was the Coterra (CTRA) insider transaction an open-market sale?

No, the transaction was a disposition to the issuer, not an open-market sale. It occurred in connection with a merger, where Coterra shares were exchanged for rights to receive Devon Energy common stock at a fixed conversion ratio.

What happened to Frances M. Vallejo’s Coterra (CTRA) shares after the merger?

Her 85,361 Coterra shares were converted into the right to receive Devon Energy common stock. After this disposition to the issuer at the merger’s effective time, her direct holdings of Coterra common stock became zero under the reported Form 4.

What is the conversion ratio between Coterra (CTRA) and Devon Energy shares in this transaction?

Each Coterra common share was converted into the right to receive 0.7 shares of Devon Energy common stock. This fixed ratio was set in the Agreement and Plan of Merger effective at the closing of the transaction between Coterra and Devon.

Does Frances M. Vallejo still own Coterra (CTRA) stock after this Form 4 filing?

According to the Form 4, total Coterra shares directly held by Frances M. Vallejo after the transaction are zero. Her former Coterra position was exchanged into rights to receive Devon Energy common stock pursuant to the merger’s agreed conversion terms.