Matador Resources insider gets equity grant; no shares sold

Rhea-AI Filing Summary

Matador Resources (MTDR) – Form 4 filing discloses that Benjamin T. Colodney, VP & Chief Accounting Officer, received 3,218 shares of restricted common stock and an equal number of phantom units on 07/21/2025 under equity-compensation plans. The stock was awarded at $0 cost and vests 05/01/2028; the phantom units vest in three equal annual tranches on 05/01/2026-2028.

Following the grant, Colodney now owns 9,740 directly-held shares, 2,270 shares indirectly through his 401(k), and 3,218 phantom units. No shares were sold and there was no open-market activity, so cash outflow/inflow is nil. The filing reflects routine executive incentive alignment rather than a discretionary purchase. Material dilution impact to shareholders is immaterial given MTDR’s ~118 mn basic shares outstanding.

Positive

• Insider ownership increases, marginally improving management-shareholder alignment.
• No insider sales were reported, removing potential negative sentiment.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine equity grant raises insider stake; no market signal from open-market buying or selling.

The transaction is compensation-driven: 3,218 restricted shares plus matching phantom units granted at $0. Post-grant ownership of roughly 12 k total equity equivalents remains modest (<0.02% of shares outstanding). Because the shares vest over three years and were not purchased in the open market, it does not suggest insider conviction on valuation. Nevertheless, continued accumulation indicates ongoing alignment of management and shareholder interests. Overall impact on MTDR’s valuation, dilution, or liquidity is immaterial.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Colodney Benjamin 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)
	VP & Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/21/2025

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	07/21/2025		A		3,218(1)	A	$0	9,740(2)(3)(4)	D
Common Stock								2,270	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
Phantom Units	(5)	07/21/2025		A		3,218		(6)	(6)	Common Stock	3,218	$0	3,218	D

Explanation of Responses:

1. Represents shares of restricted stock granted to the reporting person on July 21, 2025 that vest on May 1, 2028.

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

3. Includes 1,000 shares of restricted stock granted to the reporting person on March 31, 2023 that vest on the third anniversary of the date of grant.

4. Includes 3,000 shares of restricted stock granted to the reporting person on October 29, 2024 that vest on May 1, 2027.

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

6. The phantom units vest in equal annual installments on May 1, 2026, May 1, 2027 and May 1, 2028.

Remarks:

	/s/ Benjamin T. Colodney, by Cale L. Curtin as attorney-in-fact	07/23/2025
	** 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

Who filed this Form 4 for MTDR?

Benjamin T. Colodney, VP & Chief Accounting Officer, was the reporting person.

How many MTDR shares were acquired?

He received 3,218 restricted shares and 3,218 phantom units.

Was any cash paid for the shares?

No. The award price was $0; it is part of equity compensation.

What is the insider's total MTDR ownership after the grant?

Direct: 9,740 shares; Indirect (401k): 2,270; Phantom units: 3,218.

When do the new awards vest?

Restricted shares vest on 05/01/2028; phantom units vest equally on 05/01/2026-2028.

Did the filing include any share sales?

No sales were reported; the filing only shows grants (code "A").