Ovintiv (NYSE: OVV) EVP settles RSUs and PSUs, withholds tax shares

Rhea-AI Filing Summary

Ovintiv Inc. EVP Meghan Nicole Eilers reported compensation-related equity activity involving restricted and performance share units. On March 9–10, 2026, she exercised and settled RSUs and PSUs into a total of 37,536 shares of common stock, all at a conversion price of $0.00 per share in line with the company’s incentive plans.

To cover tax obligations arising from these vestings, 7,443 shares were withheld at prices around the low-$50s per share, and 15,421 shares were returned to Ovintiv in an issuer disposition. Following these transactions, she directly holds 55,935 shares of common stock and indirectly holds 4,436 shares through a 401(k) plan, with no open-market purchases or sales reported.

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^*

Eilers Meghan Nicole

(Last) (First) (Middle)

C/O 370 17TH STREET, SUITE 1700

(Street)

DENVER CO 80202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Ovintiv Inc. [ OVV ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, M&M & GC

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

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	03/09/2026		M(4)		13,257	A	(5)	54,520	D
Common Stock	03/09/2026		F(6)		3,957	D	$52.07	50,563	D
Common Stock	03/09/2026		M(7)		15,421	A	(8)	65,984	D
Common Stock	03/09/2026		D		15,421(3)	D	$52.07	50,563	D
Common Stock	03/10/2026		M(4)		8,858	A	(5)	59,421	D
Common Stock	03/10/2026		F(6)		3,486	D	$52.62	55,935	D
Common Stock								4,436(9)	I	401(k)

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
Restricted Share Unit	(1)	03/09/2026		M			13,257	03/09/2026	03/09/2026	Common Stock	13,257	$0	55,320	D
Performance Share Unit	(2)	03/09/2026		M			15,421(3)	03/09/2026	03/09/2026	Common Stock	15,421(3)	$0	0	D
Restricted Share Unit	(1)	03/10/2026		M			8,858	03/10/2026	03/10/2026	Common Stock	8,858	$0	46,462	D

Explanation of Responses:

1. Each Restricted Share Unit ("RSU") is the economic equivalent of one share of common stock of Ovintiv Inc. ("Ovintiv") and yields dividend equivalent RSUs. Vesting will occur on the exercise date in accordance with the Omnibus Incentive Plan and applicable grant agreement, and subject to the grantee's continued employment with Ovintiv through the applicable exercise date.

2. Each Performance Share Unit ("PSU") is settled based on the achievement of certain performance criteria, is the economic equivalent of one share of common stock of Ovintiv and yields dividend equivalent PSUs.

3. Settlement of the PSUs was based on a performance criteria multiplier of 84 percent.

4. Represents the settlement upon vesting of RSUs.

5. RSUs convert into Ovintiv common stock on a one-for-one basis.

6. Reporting the withholding by Ovintiv of shares of Ovintiv common stock (from the shares of common stock issued upon settlement upon vesting of RSUs or PSUs, as applicable) to satisfy payment of tax withholding obligations.

7. Represents the settlement upon vesting of PSUs.

8. PSUs convert into Ovintiv common stock on a one-for-one basis.

9. Includes Ovintiv common stock acquired through reinvested dividends and employee matching not previously reported.

	/s/Dawna Gibb, by Power of Attorney	03/11/2026
	** 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).
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FAQ

What did Ovintiv (OVV) EVP Meghan Eilers report in this Form 4?

Meghan Eilers reported vesting and settlement of restricted and performance share units into Ovintiv common stock. These transactions are compensation-related, reflecting equity awards converting into shares rather than open-market buying or selling of stock.

How many Ovintiv shares were acquired through RSU and PSU settlements?

The filing shows 37,536 Ovintiv common shares issued from the exercise and settlement of RSUs and PSUs. These units convert into common stock on a one-for-one basis, consistent with the company’s Omnibus Incentive Plan and the applicable grant agreements described in the footnotes.

Were any Ovintiv (OVV) shares sold on the open market by Meghan Eilers?

No open-market sales are reported. Shares classified as dispositions were either withheld by Ovintiv to satisfy tax withholding obligations or returned to the issuer, meaning they do not represent discretionary sales into the market by the executive.

How many Ovintiv shares were withheld for taxes in this Form 4?

A total of 7,443 Ovintiv common shares were withheld to pay tax obligations tied to the vesting of RSUs and PSUs. These tax-withholding entries use transaction code F and occur at prices slightly above $52 per share, per the transaction details.

What are Meghan Eilers’ Ovintiv share holdings after these transactions?

After the reported transactions, Meghan Eilers directly owns 55,935 Ovintiv common shares. She also has 4,436 shares held indirectly in a 401(k) plan, which includes shares acquired through reinvested dividends and employee matching that were not previously reported.

How were Ovintiv performance share units (PSUs) settled in this filing?

The performance share units were settled into common stock based on a performance multiplier of 84 percent. Each PSU is economically equivalent to one Ovintiv share and converts one-for-one, with the final share count reflecting achievement against specified performance criteria.