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Devon Energy (NYSE: DVN) director granted 6,801 shares in Coterra merger

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

Rhea-AI Filing Summary

Devon Energy director Jacinto J. Hernandez acquired 6,801 shares of Devon common stock on May 7, 2026, reported as a grant or award at no cash cost per share. After this equity award, he directly holds 6,801 Devon shares.

The footnotes explain that this equity position stems from Devon’s merger with Coterra Energy. Each Coterra common share was converted into the right to receive 0.7 Devon shares at the merger’s effective time. Of the reported holdings, 6,505 shares are tied to restricted stock unit awards that were converted from Coterra deferred RSU awards into Devon RSU-based shares on the same terms and conditions.

Positive

  • None.

Negative

  • None.
Insider Hernandez Jacinto J
Role null
Type Security Shares Price Value
Grant/Award Common Stock 6,801 $0.00 --
Holdings After Transaction: Common Stock — 6,801 shares (Direct, null)
Footnotes (1)
  1. On May 7, 2026, pursuant to the Agreement and Plan of Merger entered into on February 1, 2026, by and among Devon Energy Corporation (''Devon''), Coterra Energy Inc. (''Coterra") and Cubs Merger Sub, Inc., as of the effective time of the transactions contemplated thereby (the "Effective Time"), each share of Coterra's common stock, par value $0.10 per share ("Coterra Common Stock") was converted into the right to receive 0.7 shares of Devon's common stock, par value $0.10 per share ("Devon Common Stock"), subject to certain exceptions. This amount includes 6,505 shares of Devon Common Stock subject to restricted stock unit awards that, as of the Effective Time, were converted, on the same terms and conditions, from the corresponding deferred awards of vested restricted stock units relating to Coterra Common Stock ("Coterra Deferred RSU Awards") held by the reporting person 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 Coterra Common Stock subject to such Coterra Deferred RSU Awards as of immediately prior to the Effective Time, multiplied by (ii) 0.7.
Shares acquired 6,801 shares Common stock grant on May 7, 2026
Price per share $0.00 per share Reported grant price for acquired shares
Post-transaction holdings 6,801 shares Total Devon common shares directly held after transaction
RSU-related shares 6,505 shares Devon shares subject to restricted stock unit awards
Merger exchange ratio 0.7 shares Devon shares per Coterra common share and RSU in merger
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")"
restricted stock unit awards financial
"includes 6,505 shares of Devon Common Stock subject to restricted stock unit awards"
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.
Coterra Deferred RSU Awards financial
"converted, on the same terms and conditions, from the corresponding deferred awards of vested restricted stock units relating to Coterra Common Stock ("Coterra Deferred RSU Awards")"
grant, award, or other acquisition financial
"transaction code description: Grant, award, or other acquisition"
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
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*
Hernandez Jacinto J

(Last)(First)(Middle)
THREE MEMORIAL CITY PLAZA
840 GESSNER ROAD, SUITE 1400

(Street)
HOUSTON TEXAS 77024

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
DEVON ENERGY CORP/DE [ DVN ]
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 Stock(1)05/07/2026A6,801(2)A(1)6,801D
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. On May 7, 2026, pursuant to the Agreement and Plan of Merger entered into on February 1, 2026, by and among Devon Energy Corporation (''Devon''), Coterra Energy Inc. (''Coterra") and Cubs Merger Sub, Inc., as of the effective time of the transactions contemplated thereby (the "Effective Time"), each share of Coterra's common stock, par value $0.10 per share ("Coterra Common Stock") was converted into the right to receive 0.7 shares of Devon's common stock, par value $0.10 per share ("Devon Common Stock"), subject to certain exceptions.
2. This amount includes 6,505 shares of Devon Common Stock subject to restricted stock unit awards that, as of the Effective Time, were converted, on the same terms and conditions, from the corresponding deferred awards of vested restricted stock units relating to Coterra Common Stock ("Coterra Deferred RSU Awards") held by the reporting person 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 Coterra Common Stock subject to such Coterra Deferred RSU Awards as of immediately prior to the Effective Time, multiplied by (ii) 0.7.
/s/ Edward T. Highberger, 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 insider transaction did Devon Energy (DVN) report for Jacinto J. Hernandez?

Devon Energy reported that director Jacinto J. Hernandez acquired 6,801 shares of Devon common stock as a grant or award. The shares were received at no cash cost per share and are held directly following the completion of Devon’s merger with Coterra Energy.

How many Devon Energy shares does Jacinto J. Hernandez hold after this Form 4?

After the reported transaction, Jacinto J. Hernandez directly holds 6,801 shares of Devon common stock. This total includes shares linked to restricted stock unit awards that were converted from prior Coterra deferred RSU awards at the time of the Devon–Coterra merger.

Was the Devon Energy (DVN) insider transaction a market purchase or a grant?

The transaction was reported as an acquisition through a grant, award, or similar method, not an open-market purchase. The 6,801 Devon shares were received at a reported price of $0.00 per share, reflecting equity compensation tied to the completed Coterra merger.

What portion of Jacinto J. Hernandez’s Devon shares relate to restricted stock units?

The filing notes that 6,505 of the reported Devon shares are subject to restricted stock unit awards. These RSUs were converted from Coterra deferred RSU awards using a 0.7 exchange ratio, matching the stock conversion terms applied in the Devon–Coterra merger agreement.

What exchange ratio was used to convert Coterra shares into Devon Energy shares?

At the merger’s effective time, each share of Coterra common stock was converted into the right to receive 0.7 shares of Devon common stock. This same 0.7 ratio was applied to Coterra deferred RSU awards when they were converted into restricted stock unit awards covering Devon common stock.