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Matador Resources (NYSE: MTDR) lifts credit line as shareholders back board, pay and auditor

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Matador Resources Company expanded its financial flexibility and reported shareholder voting results. Its subsidiary entered an Eighth Amendment to its secured revolving credit facility, reaffirming the borrowing base at $3.25 billion and increasing aggregate elected borrowing commitments from $2.25 billion to $2.75 billion, reflecting the regularly scheduled May 1 redetermination.

The company also held its Annual Meeting of Shareholders. On the April 13, 2026 record date, there were 124,200,880 shares outstanding, and 115,739,804 shares were represented. Shareholders elected three Class III directors to terms expiring at the 2029 annual meeting, approved 2025 executive compensation in an advisory vote, and ratified KPMG LLP as independent auditor for the year ending December 31, 2026.

Positive

  • None.

Negative

  • None.

Insights

Matador increases revolving credit commitments and confirms broad shareholder support.

Matador Resources amended its secured revolving credit facility, keeping the borrowing base at $3.25 billion while lifting elected borrowing commitments from $2.25 billion to $2.75 billion. This expands available liquidity without changing the underlying collateral-based borrowing capacity.

The amendment reflects a routine May 1 redetermination under the bank facility. Separately, the Annual Meeting showed strong participation, with 115.7 million shares represented. Shareholders elected Class III directors through the 2029 meeting, backed 2025 executive pay on an advisory basis, and ratified KPMG LLP as auditor for the year ending December 31, 2026.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Borrowing base $3.25 billion Reaffirmed under secured revolving credit facility in Eighth Amendment
Elected borrowing commitments (new) $2.75 billion Aggregate elected borrowing commitments after June 10, 2026 amendment
Elected borrowing commitments (prior) $2.25 billion Aggregate elected borrowing commitments before the Eighth Amendment
Shares outstanding 124,200,880 shares Common stock outstanding as of April 13, 2026 record date
Shares represented at meeting 115,739,804 shares Shares represented in person or by proxy at Annual Meeting
Say-on-pay votes for 105,024,470 votes Votes for 2025 executive compensation advisory resolution
Auditor ratification votes for 114,318,225 votes Votes for ratifying KPMG LLP as auditor for 2026
borrowing base financial
"reaffirm the borrowing base at $3.25 billion and (ii) increase"
A borrowing base is the amount a lender will allow a company to borrow based on the value of assets the company offers as security, typically things like accounts receivable and inventory. It matters to investors because it sets a practical ceiling on short-term financing and influences a company’s liquidity and risk: if the borrowing base falls, the company may lose access to cash or be forced to sell assets, which can affect operations and share value.
secured revolving credit facility financial
"amended the Company’s existing secured revolving credit facility (the “Credit Agreement”)"
A secured revolving credit facility is a line of borrowing that a company can draw, repay and redraw up to an agreed limit, similar to a business credit card, with the loan backed by specific assets as collateral. It matters to investors because it provides flexible short-term cash when needed and affects a company’s financial strength and risk: having a secured revolver can lower borrowing costs but gives lenders claims on pledged assets if the company can’t repay.
record date financial
"On the April 13, 2026 record date for the Annual Meeting"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.
broker non-votes financial
"Votes For | Votes Against | Votes Abstained | Broker Non-Votes"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
non-binding advisory resolution financial
"The shareholders approved the non-binding advisory resolution approving the 2025 compensation"
A non-binding advisory resolution is a shareholder vote that expresses investors’ opinion or recommendation but does not legally force the company to act. Think of it like a public survey: management can ignore it, but a strong vote for or against signals investor sentiment, can sway board behavior or policy decisions, and may influence market perception and future, potentially binding, actions.
independent registered public accounting firm financial
"independent registered public accounting firm for the year ending December 31, 2026"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
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0001520006false00015200062026-06-102026-06-10

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
  _________________________________
FORM 8-K
_________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported) June 10, 2026
 _________________________________
Matador Resources Company
(Exact name of registrant as specified in its charter)
   _________________________________
Texas 001-35410 27-4662601
(State or other jurisdiction
of incorporation)
 (Commission
File Number)
 (IRS Employer
Identification No.)
5400 LBJ Freeway, Suite 150075240
Dallas, Texas
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (972371-5200
Not Applicable
(Former name or former address, if changed since last report)
_________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01 per shareMTDRNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  




Item 1.01Entry Into a Material Definitive Agreement.
On June 10, 2026, MRC Energy Company, a wholly-owned subsidiary of Matador Resources Company (the “Company”), entered into an Eighth Amendment to Fourth Amended and Restated Credit Agreement (the “Amendment”), which amended the Company’s existing secured revolving credit facility (the “Credit Agreement”) to, among other things, (i) reaffirm the borrowing base at $3.25 billion and (ii) increase the aggregate elected borrowing commitments under the Credit Agreement from $2.25 billion to $2.75 billion. This reaffirmation of the borrowing base pursuant to the Amendment constituted the regularly scheduled May 1 redetermination.

The foregoing description of the Amendment does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K (this “Current Report”) and is incorporated herein by reference.

Item 2.03Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
The disclosures under Item 1.01 of this Current Report are also responsive to Item 2.03 of this Current Report and are incorporated herein by reference.

Item 5.07Submission of Matters to a Vote of Security Holders.
The Company held its Annual Meeting of Shareholders (the “Annual Meeting”) on June 11, 2026. At the Annual Meeting, the Company was pleased to discuss, among other things, its recent acquisition of undeveloped acreage in the Bureau of Land Management Oil and Gas Lease Sale, its natural gas marketing efforts, certain operational efficiencies and the growth in the Company’s midstream businesses. More information is available on the Company’s website, www.matadorresources.com, on the Events and Presentations page under the Investor Relations tab, including the webcast recording of the Annual Meeting. The information on the Company’s website shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

On the April 13, 2026 record date for the Annual Meeting, there were 124,200,880 shares of the Company’s common stock outstanding with each such share being entitled to one vote. A total of 115,739,804 shares of the Company’s common stock were represented in person or by proxy at the Annual Meeting. The number of votes cast for, against or withheld, as well as abstentions and broker non-votes, as applicable, with respect to each matter is set forth below.

Proposal 1: Election of Directors
The shareholders elected each of Joseph Wm. Foran, Reynald A. Baribault and Timothy E. Parker as a Class III director of the Company for a term expiring at the Annual Meeting of Shareholders in 2029. Each such director shall serve for the applicable term or the earlier death, retirement, resignation or removal of such director.
NomineeVotes ForVotes AgainstVotes AbstainedBroker Non-Votes
Joseph Wm. Foran108,404,4721,050,044204,0946,081,194
Reynald A. Baribault95,218,91214,206,253233,4456,081,194
Timothy E. Parker100,184,6849,240,261233,6656,081,194

Proposal 2: Advisory Vote on 2025 Executive Compensation
The shareholders approved the non-binding advisory resolution approving the 2025 compensation of the Company’s named executive officers.
Votes ForVotes AgainstVotes AbstainedBroker Non-Votes
105,024,4704,302,089332,0516,081,194




Proposal 3: Proposal to Ratify the Appointment of KPMG LLP as the Company’s Independent Registered Public Accounting Firm for the Year Ending December 31, 2026
The shareholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026.
Votes ForVotes AgainstVotes Abstained
114,318,2251,164,026257,553

Item 9.01Financial Statements and Exhibits.
(d) Exhibits
 
Exhibit No.  Description of Exhibit
10.1   
Eighth Amendment to Fourth Amended and Restated Credit Agreement, dated as of June 10, 2026, by and among MRC Energy Company, as Borrower, the Lenders party thereto and PNC Bank, National Association, as Administrative Agent for the Lenders.
104   Cover Page Interactive Data File, formatted in Inline XBRL (included as Exhibit 101).

 




SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
  MATADOR RESOURCES COMPANY
Date: June 16, 2026  By: /s/ Bryan A. Erman
  Name: Bryan A. Erman
  Title: Co-President



FAQ

How did Matador Resources (MTDR) change its credit facility in June 2026?

Matador’s subsidiary entered an Eighth Amendment to its secured revolving credit facility, reaffirming the borrowing base at $3.25 billion and increasing aggregate elected borrowing commitments from $2.25 billion to $2.75 billion, following the regularly scheduled May 1 redetermination.

What borrowing base does Matador Resources (MTDR) currently have under its revolving credit facility?

The company’s secured revolving credit facility has a reaffirmed borrowing base of $3.25 billion. This figure represents the maximum borrowing capacity determined by lenders, while elected commitments of $2.75 billion reflect the portion currently available under the agreement after the June 2026 amendment.

How many Matador Resources (MTDR) shares were eligible and represented at the 2026 Annual Meeting?

On the April 13, 2026 record date, Matador had 124,200,880 common shares outstanding, each entitled to one vote. At the Annual Meeting, 115,739,804 shares were represented in person or by proxy, indicating high shareholder participation in the governance process.

Did Matador Resources (MTDR) shareholders approve 2025 executive compensation?

Yes. Shareholders approved the non-binding advisory resolution on 2025 executive compensation, with 105,024,470 votes for, 4,302,089 against, and 332,051 abstentions. There were also 6,081,194 broker non-votes recorded on this advisory pay item.

Which directors were elected at Matador Resources’ (MTDR) 2026 Annual Meeting and for how long?

Shareholders elected Joseph Wm. Foran, Reynald A. Baribault, and Timothy E. Parker as Class III directors. Each will serve a term expiring at the Annual Meeting of Shareholders in 2029, or earlier in the event of death, retirement, resignation, or removal.

Who is Matador Resources’ (MTDR) independent auditor for the year ending December 31, 2026?

Shareholders ratified the appointment of KPMG LLP as Matador Resources’ independent registered public accounting firm for the year ending December 31, 2026. The ratification vote totaled 114,318,225 votes for, 1,164,026 against, and 257,553 abstentions.

Filing Exhibits & Attachments

4 documents