Matador Resources Co (MTDR) executive details stock award and tax withholding

Rhea-AI Filing Summary

Matador Resources Co executive Bryan A. Erman reported equity award activity and related tax withholding. On January 6, 2026, he received 3,480 shares of common stock at $0 per share, settling performance stock units granted on February 16, 2023 that vested based on the company’s relative total shareholder return over a three-year period ending December 31, 2025. On the same date, 1,554 shares were withheld by Matador Resources to cover his tax liabilities at a price of $41.41 per share, and the footnotes state that no shares were sold to satisfy this tax obligation. After these transactions, Erman directly owned 79,616 common shares, with an additional 2,400 shares held in his Individual Retirement Account and 4,250 shares held in his 401(k) account.

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^*

Erman Bryan A

(Last) (First) (Middle)

5400 LBJ FREEWAY

SUITE 1500

(Street)

DALLAS TX 75240

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Matador Resources Co [ MTDR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Co-President,CLO & Head of M&A

3. Date of Earliest Transaction (Month/Day/Year)
01/06/2026

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	01/06/2026		A		3,480(1)	A	$0	81,170(2)(3)	D
Common Stock	01/06/2026		F		1,554(4)	D	$41.41	79,616(2)(3)	D
Common Stock								2,400	I	Represents shares held of record by the reporting person's Individual Retirement Account
Common Stock								4,250	I	Represents shares held of record by the reporting person's 401(k) account

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. Represents shares received in settlement of performance stock units granted to the reporting person on February 16, 2023 (the "2023 Performance Stock Grant"), which settled at 58% of target based upon the Issuer's relative total shareholder return over a three-year performance period from January 1, 2023 to December 31, 2025.

2. Includes 2,667 shares of restricted stock granted to the reporting person on February 16, 2023 that vest on the third anniversary of the date of grant.

3. Includes shares acquired pursuant to the Issuer's Employee Stock Purchase Plan. Such acquisitions are exempt under Rule 16b-3.

4. Represents shares withheld by the Issuer in connection with the reporting person's net share settlement to satisfy tax liability upon settlement of the 2023 Performance Stock Grant. No shares were sold by the reporting person to satisfy this tax liability.

Remarks:

	/s/ Bryan A. Erman, by Cale L. Curtin as attorney-in-fact	01/08/2026
	** 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.

FAQ

What insider activity did MTDR executive Bryan A. Erman report on January 6, 2026?

Bryan A. Erman, Co-President, CLO & Head of M&A of Matador Resources Co, reported settlement of a performance stock grant and related tax-share withholding on January 6, 2026.

How many Matador Resources (MTDR) shares did Bryan A. Erman receive from the 2023 Performance Stock Grant?

He received 3,480 shares of common stock in settlement of performance stock units granted on February 16, 2023, which settled at 58% of target based on a three-year relative total shareholder return period ending December 31, 2025.

Why were 1,554 MTDR shares withheld from Bryan A. Erman, and at what price?

1,554 shares were withheld by Matador Resources Co to satisfy Erman’s tax liability upon settlement of the 2023 Performance Stock Grant, at a price of $41.41 per share. The disclosure states that no shares were sold by him to cover this tax liability.

How many Matador Resources (MTDR) shares does Bryan A. Erman own directly after this Form 4?

Following the reported transactions, Bryan A. Erman beneficially owned 79,616 shares of Matador Resources common stock directly.

What additional indirect MTDR holdings does Bryan A. Erman report?

He reports 2,400 shares held in his Individual Retirement Account and 4,250 shares held in his 401(k) account, both in Matador Resources common stock.

What restricted and plan shares are included in Bryan A. Erman’s reported MTDR holdings?

His holdings include 2,667 shares of restricted stock granted on February 16, 2023 that vest on the third anniversary of that date, and shares acquired under the company’s Employee Stock Purchase Plan, which are described as exempt under Rule 16b-3.