Form 4: Berry Corp Executive Converts RSUs Post-Merger

Jenarae N. Garland, VP, GC, Corp Sec & CCO of Berry Corp, converted 137,987 restricted stock units into California Resources Corporation RSUs following the merger.

Summary

• Jenarae N. Garland, a Vice President, General Counsel, Corporate Secretary, and Chief Compliance Officer of Berry Corp (BRY), reported a change in beneficial ownership.
• The change occurred on December 18, 2025, coinciding with the consummation of the merger between Berry Corporation and California Resources Corporation (CRC).
• Berry Corporation became a wholly-owned subsidiary of CRC as a result of the merger.
• Garland disposed of 137,987 shares of Berry Corp Common Stock, which were previously reported as Double Trigger RSUs.
• These Berry Corp RSUs were canceled and exchanged for restricted stock units of CRC.
• The conversion was based on a ratio of 0.0718 shares of CRC common stock for each Berry Corp common stock subject to the RSU.
• The newly issued CRC RSUs retain the original vesting terms and conditions applicable prior to the merger's effective time.

Sentiment

Score: 7

Explanation: The filing reports a routine insider transaction resulting from a completed merger, where existing equity awards were converted into the acquiring company's securities under the same terms. This indicates a successful and expected execution of the merger agreement regarding executive compensation, without any negative surprises.

Positives

• The merger between Berry Corporation and California Resources Corporation was successfully consummated on December 18, 2025.
• Existing equity awards (Double Trigger RSUs) held by the reporting person were converted into equivalent awards in the acquiring company, California Resources Corporation, maintaining their original terms and conditions.

Negatives

• The common stock of Berry Corporation is no longer directly beneficially owned by the reporting person, as the company is now a wholly-owned subsidiary of California Resources Corporation.

Future Outlook

The restricted stock units of California Resources Corporation received in exchange for Berry Corp RSUs remain subject to the same terms and conditions, including vesting, as were applicable prior to the merger's effective time, indicating continued equity incentive alignment.

Industry Context

The consummation of the merger between Berry Corporation and California Resources Corporation represents a consolidation event within the energy sector, potentially driven by strategic objectives such as achieving economies of scale, expanding operational footprint, or optimizing asset portfolios. Such mergers are common in mature industries seeking efficiency and market leadership.

Stakeholder Impact

• Shareholders: The reporting person's equity interest is now directly tied to California Resources Corporation, reflecting the change in corporate ownership.
• Employees: For employees holding similar RSUs, their awards would also convert to CRC RSUs, maintaining continuity of their equity incentives under the new corporate structure.

Next Steps

• Continued vesting of the newly issued California Resources Corporation restricted stock units according to their original terms.
• Integration of Berry Corporation as a wholly-owned subsidiary into California Resources Corporation's operations.

Key Dates

Keywords

Berry Corp, BRY, California Resources Corporation, CRC, Merger, Form 4, SEC Filing, Restricted Stock Units, RSUs, Insider Transaction, Equity Conversion