Gulfport Energy (GPOR) insider reports RSU vesting and share withholding

Rhea-AI Filing Summary

Gulfport Energy Corp reported an equity transaction by its EVP & CFO. On January 2, 2026, the officer acquired 26,720 shares of common stock at $0 per share upon the full vesting of performance-based restricted stock units granted on April 3, 2023 for the performance period from January 1, 2023 to December 31, 2025. On the same date, the company withheld 11,825 shares of common stock at a price of $207.99 per share to satisfy tax withholding obligations related to this vesting, with the number of shares based on the December 31, 2025 closing price. After these transactions, the officer directly beneficially owns 31,492 shares of Gulfport Energy common stock.

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

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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^*

HODGES MICHAEL L

(Last) (First) (Middle)

713 MARKET DRIVE

(Street)

OKLAHOMA CITY OK 73114

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GULFPORT ENERGY CORP [ GPOR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

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

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

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

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	01/02/2026		A		26,720(1)	A	$0	43,317	D
Common Stock	01/02/2026		F		11,825(2)	D	$207.99	31,492	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. These securities are performance-based restricted stock units for the performance period from January 1, 2023, to December 31, 2025, that were granted under the issuer's equity incentive plan on April 3, 2023. All these performance-based restricted stock units vested as of January 2, 2026, upon certification by the issuer's compensation committee of the applicable performance conditions on January 2, 2026.

2. The issuer withheld shares of common stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement of the performance-based restricted stock units granted on April 3, 2023, and vested upon certification by the issuer's compensation committee on January 2, 2026. The number of shares of common stock withheld was determined based on the closing price per share of the issuer's common stock on December 31, 2025.

Remarks:

	/s/ Patrick Craine, Attorney-in-Fact	01/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Gulfport Energy Corp (GPOR) report?

The EVP & CFO reported vesting of performance-based restricted stock units, receiving 26,720 shares of Gulfport Energy common stock on January 2, 2026 at $0 per share.

How many Gulfport Energy (GPOR) shares were withheld for taxes in this Form 4?

Gulfport Energy withheld 11,825 shares of common stock at $207.99 per share to cover tax withholding obligations tied to the RSU vesting.

What equity award vested for the Gulfport Energy (GPOR) EVP & CFO?

Performance-based restricted stock units granted on April 3, 2023 for the period from January 1, 2023 to December 31, 2025 fully vested on January 2, 2026 after compensation committee certification.

How many Gulfport Energy (GPOR) shares does the reporting person own after this transaction?

Following the reported transactions, the EVP & CFO beneficially owns 31,492 shares of Gulfport Energy common stock directly.

Why did Gulfport Energy (GPOR) withhold shares instead of delivering all vested shares?

The company withheld 11,825 shares that would otherwise have been issued to the EVP & CFO to satisfy the company’s tax withholding obligations related to the RSU vesting.

How was the number of Gulfport Energy (GPOR) shares withheld for taxes determined?

The number of withheld shares was based on the closing price per share of Gulfport Energy’s common stock on December 31, 2025.