Matador Resources (MTDR) CFO details stock award vesting and tax withholding

Rhea-AI Filing Summary

Matador Resources Company executive Robert T. Macalik, EVP and Chief Financial Officer, reported equity award-related stock transactions. On January 6, 2026, he acquired 3,480 shares of common stock at $0 per share, received in settlement of performance stock units granted on February 16, 2023, which settled at 58% of target based on Matadors relative total shareholder return over a three-year period from January 1, 2023 to December 31, 2025.

On the same date, 1,554 shares were withheld at $41.41 per share to satisfy tax liabilities upon settlement of that 2023 performance stock grant, and no shares were sold by Macalik for this purpose. Following these transactions, he directly beneficially owned 111,119 shares of common stock and also had 35,039 shares held indirectly in an Individual Retirement Account, with his total holdings including restricted stock and shares acquired under the employee stock purchase plan.

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^*

Macalik Robert T

(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)
	EVP, Chief Financial Officer

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	112,673(2)(3)(4)	D
Common Stock	01/06/2026		F		1,554(5)	D	$41.41	111,119(2)(3)(4)	D
Common Stock								35,039	I	Represents shares held of record by the reporting person's Individual Retirement 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 shares acquired pursuant to the Issuer's Employee Stock Purchase Plan. Such acquisitions are exempt under Rule 16b-3.

3. 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.

4. Includes 6,667 shares of restricted stock granted to the reporting person on February 14, 2024 that vest in equal installments on the second and third anniversaries of the date of grant.

5. 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/ Robert T. Macalik, 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.
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FAQ

What insider transactions did Matador Resources (MTDR) CFO report on January 6, 2026?

On January 6, 2026, EVP and Chief Financial Officer Robert T. Macalik reported two non-derivative common stock transactions: an acquisition of 3,480 shares at $0 per share from settlement of performance stock units, and a withholding of 1,554 shares at $41.41 per share to cover tax liabilities related to that settlement.

How many Matador Resources (MTDR) shares does the CFO beneficially own after the reported Form 4 transactions?

After the reported transactions, Robert T. Macalik beneficially owned 111,119 shares of Matador Resources common stock directly, and an additional 35,039 shares indirectly through his Individual Retirement Account.

What is the source of the 3,480 Matador Resources (MTDR) shares acquired by the CFO?

The 3,480 shares were received in settlement of performance stock units granted to Robert T. Macalik on February 16, 2023 under the "2023 Performance Stock Grant", which settled at 58% of target based on the companys relative total shareholder return over a three-year period ending December 31, 2025.

Were any Matador Resources (MTDR) shares sold by the CFO in this Form 4 filing?

No shares were sold by Robert T. Macalik. The 1,554 shares reported with transaction code "F" were withheld by the issuer to satisfy tax liability upon settlement of the 2023 performance stock grant, and the filing states that no shares were sold by the reporting person for this purpose.

How are the indirectly held Matador Resources (MTDR) shares owned by the CFO structured?

The Form 4 reports 35,039 Matador Resources common shares as indirectly owned, described as shares held of record by the reporting persons Individual Retirement Account. These are classified under indirect beneficial ownership.

What restricted stock and employee stock purchase plan shares are included in the CFOs Matador Resources (MTDR) holdings?

The reported beneficial ownership includes 2,667 restricted shares granted on February 16, 2023 that vest on the third anniversary of grant, 6,667 restricted shares granted on February 14, 2024 that vest in equal installments on the second and third anniversaries, and shares acquired under the Employee Stock Purchase Plan, which are noted as exempt under Rule 16b-3.