Form 4: Matador Resources Director Susan M. Ward Receives Restricted Stock Grant

Matador Resources Co. Director Susan M. Ward was granted 4,079 restricted stock units, increasing her beneficial ownership to 9,923 shares.

Summary

• Susan M. Ward, a Director of Matador Resources Co. (MTDR), was granted 4,079 restricted stock units (RSUs) on June 12, 2025.
• The RSUs were granted at a price of $0, indicating they are part of a compensation package rather than a purchase.
• Following this transaction, Ms. Ward's total beneficial ownership in Matador Resources Co. common stock increased to 9,923 shares.
• The granted RSUs are scheduled to vest on June 12, 2026, or, if sooner, immediately prior to the election of director nominees at the Issuer's 2026 annual meeting of shareholders.
• Pursuant to the Issuer's Nonqualified Deferred Compensation Plan for Non-Employee Directors, Ms. Ward has deferred the delivery of these vested RSUs.
• Delivery of the vested RSUs, in an equal number of common stock shares, will occur within 30 days of the earlier of her separation of service or a change in control of the company.

Sentiment

Score: 7

Explanation: The grant of restricted stock units to a director is a positive sign of aligning management interests with shareholders, reflecting standard compensation practices and indicating stability in corporate governance.

Positives

• The grant of restricted stock units to a director aligns their financial interests with those of the shareholders, promoting long-term value creation.
• This is a standard practice for non-employee director compensation, indicating a stable and typical corporate governance structure.

Future Outlook

The document outlines the future vesting of the granted restricted stock units on June 12, 2026, or earlier, and their deferred delivery upon separation of service or a change in control, but does not provide broader company-specific forward-looking statements or guidance.

Management Comments

• The RSUs represent restricted stock units granted to the reporting person on June 12, 2025.
• Such RSUs will vest on June 12, 2026, or if sooner, immediately prior to the election of the nominees for director at the 2026 annual meeting of shareholders of the Issuer.
• Pursuant to the Issuer's Nonqualified Deferred Compensation Plan for Non-Employee Directors, the reporting person has deferred delivery of all of such vested RSUs to within 30 days of the earlier of (i) separation of service or (ii) a change in control.
• On the Delivery Date, such vested RSUs will be deliverable to the reporting person in an equal number of shares of common stock.

Industry Context

The grant of restricted stock units to non-employee directors is a common and widely accepted practice across various industries, including the energy sector, as a means of compensation that aligns the interests of directors with long-term shareholder value.

Comparison to Industry Standards

• The grant of restricted stock units to a non-employee director is a standard component of compensation packages for board members across publicly traded companies, particularly in the oil and gas exploration and production sector like Matador Resources.
• This practice is consistent with corporate governance best practices aimed at aligning director incentives with shareholder returns, similar to how companies like Pioneer Natural Resources or EOG Resources might compensate their non-executive directors with equity-based awards.

Corporate Governance

Related Party Transactions

• The grant of restricted stock units to Susan M. Ward, a director of Matador Resources Co., constitutes a related party transaction as it involves compensation from the company to a member of its board of directors.

Stakeholder Impact

• Shareholders: The grant aligns the director's interests with shareholder value creation, as the value of the RSUs is tied to the company's stock performance.
• Employees: No direct impact mentioned, but a well-governed company with aligned leadership can indirectly benefit all employees.

Next Steps

• Vesting of the 4,079 restricted stock units on June 12, 2026, or earlier.
• Eventual delivery of common stock shares to Susan M. Ward upon separation of service or a change in control, as per the deferred compensation plan.

Key Dates

Recommendation

Keywords

Matador Resources, MTDR, SEC Form 4, Restricted Stock Units, RSU, Insider Transaction, Director Compensation, Equity Grant