Form 4: ConocoPhillips Director Acquires Stock Units

ConocoPhillips director Nelda J Connors acquired 351 stock units in a planned transaction, increasing her beneficial ownership.

Summary

• Nelda J Connors, a Director of ConocoPhillips, acquired 351 derivative securities, specifically stock units.
• The transaction occurred on December 15, 2025, and was made pursuant to a Rule 10b5-1(c) plan.
• Each stock unit converts to one share of ConocoPhillips common stock on a 1-for-1 basis.
• The acquisition price for the derivative securities was $94.455 per unit.
• Following this reported transaction, Connors beneficially owns a total of 4,725.9 stock units.
• The reported beneficial ownership includes dividend equivalent units acquired through routine transactions that are exempt under Rule 16a-11.
• Payment for these stock units has been elected as a lump sum six months following separation from service, with an option for the reporting person to change this to an alternative schedule of deferred payments.

Sentiment

Score: 6

Explanation: A director's acquisition of stock units, even if part of a compensation plan, generally indicates a positive alignment of interests with shareholders and confidence in the company's future. The transaction being part of a 10b5-1 plan makes it less discretionary but still reflects ongoing participation.

Positives

• A director increased their beneficial ownership in the company, which can signal confidence in the company's future performance.
• The transaction was executed pursuant to a Rule 10b5-1(c) plan, indicating a pre-scheduled, non-discretionary trade designed to comply with insider trading rules.

Future Outlook

The reporting person has elected to receive payment for the stock units as a lump sum six months following separation from service, with an option to change this to an alternative schedule of deferred payments.

Management Comments

• The reporting person has elected to receive payment as a lump sum six months following separation from service, which election may be changed by the reporting person to provide for an alternative schedule of deferred payments.

Industry Context

Insider transactions, such as director stock acquisitions, are routinely monitored by investors as they can provide insights into management's confidence in the company's future performance within the energy sector. This type of disclosure is standard for executive compensation and ownership changes.

Comparison to Industry Standards

• This transaction is a standard disclosure for insider equity movements, common across publicly traded companies in the energy sector and beyond.
• The specific value of the acquisition is notable for the individual director but does not provide a direct comparison to industry-wide benchmarks or competitor performance without further context on ConocoPhillips' overall compensation structure for directors relative to peers like ExxonMobil or Chevron.

Related Party Transactions

• Acquisition of 351 stock units by Nelda J Connors, a Director of ConocoPhillips, as part of her compensation and beneficial ownership.

Stakeholder Impact

• Shareholders: Increased beneficial ownership by a director may be viewed positively as it aligns management interests with shareholder interests.
• Employees: No direct impact on general employees is indicated by this filing.

Next Steps

• The stock units will convert to common stock on a 1-for-1 basis.
• Payment for the units is scheduled for six months following the reporting person's separation from service, subject to potential changes in the deferred payment schedule.

Key Dates

Keywords

ConocoPhillips, COP, SEC Form 4, Insider Transaction, Stock Units, Director, Beneficial Ownership, Equity Acquisition, Rule 10b5-1