Matador Resources (NYSE: MTDR) awards 35,000 phantom units to executive

Rhea-AI Filing Summary

Matador Resources executive Van H. Singleton II reported compensation-related activity in phantom units tied to the company’s common stock. He received a grant of 35,000 phantom units at no cost and exercised previously granted phantom units that vested and were settled in cash at $47.80 per unit, with no common shares issued or sold.

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^*

Singleton Van H II

(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)
	CoPresident-Land, A&D,Planning

3. Date of Earliest Transaction (Month/Day/Year)
02/14/2026

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

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
Phantom Units	(1)	02/14/2026		M			6,666	(2)	(2)	Common Stock	6,666	$0	13,334	D
Phantom Units	(1)	02/14/2026		M			5,000	(3)	(3)	Common Stock	5,000	$0	5,000	D
Phantom Units	(4)	02/16/2026		M			5,000	(5)	(5)	Common Stock	5,000	$0	0	D
Phantom Units	(6)	02/17/2026		A		35,000		(7)	(7)	Common Stock	35,000	$0	35,000	D

Explanation of Responses:

1. Each phantom unit is the economic equivalent of one share of the Issuer's common stock. As required by the terms of the award, upon the February 14, 2026 partial vesting of such award, the reporting person settled the phantom units for cash at a rate of $47.80 per unit based upon the closing price of the Issuer's common stock on February 13, 2026. No shares of common stock were issued to nor sold by the reporting person pursuant to this transaction.

2. The phantom units vest in equal annual installments on the first, second and third anniversaries of the date of grant, February 14, 2025.

3. The phantom units vest in equal annual installments on the first, second and third anniversaries of the date of grant, February 14, 2024.

4. Each phantom unit is the economic equivalent of one share of common stock of the Issuer's common stock. As required by the terms of the award, upon the February 16, 2026 partial vesting of such award, the reporting person settled the phantom units for cash at a rate of $47.80 per unit based upon the closing price of the Issuer's common stock on February 13, 2026. No shares of common stock were issued to nor sold by the reporting person pursuant to this transaction.

5. The phantom units vest in equal annual installments on the first, second and third anniversaries of the date of grant, February 16, 2023.

6. Each phantom unit is the economic equivalent of one share of the Issuer's common stock.

7. The phantom units vest in equal annual installments on the first, second and third anniversaries of the date of grant.

Remarks:

	/s/ Van H. Singleton, II, by Cale L. Curtin as attorney-in-fact	02/18/2026
	** 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.
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FAQ

What insider transactions did MTDR executive Van H. Singleton II report?

Van H. Singleton II reported a grant of 35,000 phantom units and exercises of previously awarded phantom units. These derivative awards track Matador Resources’ common stock and are part of his compensation, rather than open-market stock purchases or sales.

Were any Matador Resources (MTDR) common shares issued or sold in this Form 4?

No common shares were issued or sold. The phantom units that vested on February 14 and 16, 2026 were settled entirely in cash, based on Matador Resources’ closing stock price, so the transactions did not change the number of outstanding common shares.

What are phantom units in the Matador Resources (MTDR) Form 4 filing?

The phantom units are derivative awards whose value is economically equivalent to one share of Matador Resources common stock. They are used as compensation and can vest over time, with settlement in cash based on the company’s share price at specified dates.

At what price were Matador Resources (MTDR) phantom units settled in these transactions?

The phantom units that partially vested on February 14 and 16, 2026 were settled for cash at $47.80 per unit. This rate reflected the closing price of Matador Resources’ common stock on February 13, 2026, as specified in the award terms.

How do the Matador Resources (MTDR) phantom units in this Form 4 vest?

The phantom unit awards vest in equal annual installments on the first, second, and third anniversaries of their grant dates. This structure spreads the executive’s compensation over several years, aligning vesting with continued service and company performance over that period.

What transaction code types appear in the Matador Resources (MTDR) Form 4?

The Form 4 shows code A for a grant or award acquisition of phantom units and code M for exercises or conversions of derivative securities. These codes indicate equity-based compensation events rather than open-market buying or selling of common stock.