Form 4: CNX CFO Everett Good's Equity Transactions

CNX Resources CFO Everett Good reported new grants of restricted stock units and performance share units, alongside a tax-related share disposition.

Summary

• Everett W. Good, Chief Financial Officer of CNX Resources Corp (CNX), reported changes in his beneficial ownership of company securities.
• On January 3, 2026, 574 common shares were automatically withheld at a price of $36.46 per share to cover tax liabilities from the vesting of previously granted restricted stock units.
• Following this transaction, Mr. Good beneficially owned 18,006 common shares.
• On January 5, 2026, Mr. Good was granted 23,520 restricted stock units (RSUs) with a transaction price of $0. These RSUs will vest annually in equal installments over a three-year period.
• Also on January 5, 2026, Mr. Good was granted 191,667 Performance Share Units (PSUs) with a transaction price of $0. Each PSU represents a contingent right to receive one common share.
• The PSUs vest upon CNX common stock achieving certain pre-determined prices per share in two tranches over a performance period beginning January 5, 2026, and ending July 31, 2030.
• After these transactions, Mr. Good's direct beneficial ownership of common shares increased to 41,526, which includes 24,701 restricted stock units (including dividend equivalent rights).
• He also beneficially owns 191,667 derivative Performance Share Units.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive due to the significant grants of new equity awards (RSUs and PSUs) to a key executive, which aligns management's interests with shareholders. The disposition of shares for tax purposes is a routine, neutral event.

Positives

• The Chief Financial Officer received a grant of 23,520 restricted stock units, aligning his interests with long-term shareholder value.
• A significant grant of 191,667 Performance Share Units was awarded, which incentivizes the achievement of specific stock price targets over a multi-year period.

Negatives

• 574 common shares were disposed of to satisfy tax liabilities, representing a reduction in direct share ownership, albeit for a routine purpose.

Risks

• The Performance Share Units (PSUs) are contingent rights that only vest if CNX common stock achieves certain pre-determined prices per share, meaning the full value of the grant is not guaranteed.
• The vesting of restricted stock units (RSUs) is spread over three years, tying a portion of compensation to continued employment and company performance during that period.

Future Outlook

The future outlook for the reporting person's equity holdings is tied to the vesting schedules of the granted restricted stock units (annually over three years) and the achievement of specific stock price targets for the Performance Share Units by July 31, 2030.

Management Comments

• The equity grants are part of the company's compensation structure, designed to align the Chief Financial Officer's incentives with long-term shareholder value creation and company performance.

Industry Context

Executive compensation packages in the energy sector, like many industries, commonly include a mix of base salary, cash bonuses, and equity awards such as restricted stock units and performance share units. These equity components are designed to incentivize long-term performance and retention, linking executive wealth directly to the company's stock performance and strategic achievements.

Comparison to Industry Standards

• The structure of equity compensation, including both time-based restricted stock units and performance-based share units, is a common practice among publicly traded companies, particularly in the energy sector, to balance retention with performance incentives.
• Without specific details on the performance targets for the PSUs or the total compensation package relative to peers, a direct comparison to specific comparable companies or projects is not feasible based solely on this filing.

Related Party Transactions

• The equity grants to the Chief Financial Officer are considered related party transactions as they involve compensation to an executive officer.

Stakeholder Impact

• Shareholders: The grants of RSUs and PSUs could lead to minor dilution over time as shares vest, but also serve to align management's long-term interests with shareholder value creation.
• Employees: These transactions reflect the company's executive compensation philosophy, which may influence broader compensation strategies within the organization.

Next Steps

• The restricted stock units will vest annually in equal installments over the next three years.
• The Performance Share Units will be subject to vesting based on CNX common stock achieving pre-determined prices per share by July 31, 2030.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation grants and a tax-related share disposition. It does not contain information that fundamentally alters the company's financial outlook, operational performance, or strategic direction. While the grants align management incentives, they are standard practice and do not provide a basis for a change in investment recommendation.

Keywords

CNX Resources, Everett Good, Form 4, Insider Transaction, Restricted Stock Units, Performance Share Units, Equity Compensation, CFO, Beneficial Ownership