Paul M. Rady - Feb 25, 2025 Form 4 Insider Report for ANTERO RESOURCES Corp (AR)

Role
Chairman of the Board, Chief Executive Officer & President, Director
Signature
/s/ Yvette K. Schultz, as attorney-in-fact for Paul M. Rady
Stock symbol
AR
Transactions as of
Feb 25, 2025
Transactions value $
-$2,139,894
Form type
4
Date filed
2/27/2025, 06:54 PM
Previous filing
Oct 15, 2024
Next filing
Mar 3, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AR Common stock, par value $0.01 per share Award $0 +40.5K +0.35% $0.00 11.6M Feb 25, 2025 Direct F1, F2
transaction AR Common stock, par value $0.01 per share Tax liability -$2.14M -57.3K -0.49% $37.35 11.5M Feb 25, 2025 Direct F2, F3
transaction AR Common stock, par value $0.01 per share Award $0 +43K +0.37% $0.00 11.6M Feb 25, 2025 Direct F4, F5
transaction AR Common stock, par value $0.01 per share Award $0 +58K +0.5% $0.00 11.6M Feb 25, 2025 Direct F6, F7
transaction AR Common stock, par value $0.01 per share Award $0 +56K +0.48% $0.00 11.7M Feb 25, 2025 Direct F8, F9
transaction AR Common stock, par value $0.01 per share Options Exercise $0 +35.7K +0.31% $0.00 11.7M Feb 25, 2025 Direct F10, F11
holding AR Common stock, par value $0.01 per share 5.28M Feb 25, 2025 See Footnote F12

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction AR Common stock, par value $0.01 per share Options Exercise -35.7K -50% 35.7K Feb 25, 2025 Common stock, par value $0.01 per share 35.7K Direct F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On February 25, 2025, the Compensation Committee (the "Compensation Committee") of Antero Resources Corp. (the "Issuer") certified the Issuer's net debt to adjusted EBITDAX multiple over the third and final performance period, which ran from January 1, 2024 through December 31, 2024, at between target and maximum performance levels, resulting in 33% of the performance share units ("PSUs") originally granted on April 15, 2022 that vest based on the Issuer's net debt to adjusted EBITDAX multiple becoming earned at 180.53% of the target amount granted. The service-based vesting requirements applicable to the PSUs originally granted on April 15, 2022 that vest based on the Issuer's net debt to adjusted EBITDAX multiple were satisfied as of December 31, 2024.
F2 Includes 466,071 shares of common stock of the Issuer ("Common Stock") subject to previously granted restricted stock unit awards ("RSUs") and 145,480 shares of Common Stock subject to previously granted PSUs, in each case, that remain subject to service-based vesting.
F3 In connection with the vesting and settlement of the PSUs originally granted on April 15, 2022 through the issuance of Common Stock pursuant to the Antero Resources Corporation 2020 Long-Term Incentive Plan, the Issuer withheld Common Stock that would have otherwise been issued to the Reporting Person to satisfy their tax withholding obligations. The number of shares of Common Stock withheld was determined based on the closing price per share of Common Stock on February 25, 2025.
F4 On February 25, 2025, the Compensation Committee certified the Issuer's net debt to adjusted EBITDAX multiple over the second performance period, which ran from January 1, 2024 through December 31, 2024, at between target and maximum performance levels, resulting in 33% of the PSUs originally granted on October 19, 2022 that vest based on the Issuer's net debt to adjusted EBITDAX multiple becoming earned at 180.53% of the target amount granted. These PSUs remain outstanding and subject to service-based vesting requirements until December 31, 2025.
F5 Includes 466,071 shares of Common Stock subject to previously granted RSUs and 188,462 shares of Common Stock subject to previously granted PSUs, in each case, that remain subject to service-based vesting.
F6 On February 25, 2025, the Compensation Committee certified the Issuer's net debt to adjusted EBITDAX multiple over the second performance period, which ran from January 1, 2024 through December 31, 2024, at between target and maximum performance levels, resulting in 33% of the PSUs originally granted on March 7, 2023 that vest based on the Issuer's net debt to adjusted EBITDAX multiple becoming earned at 180.53% of the target amount granted. These PSUs remain outstanding and subject to service-based vesting requirements until December 31, 2025.
F7 Includes 466,071 shares of Common Stock subject to previously granted RSUs and 246,413 shares of Common Stock subject to previously granted PSUs, in each case, that remain subject to service-based vesting.
F8 On February 25, 2025, the Compensation Committee certified the Issuer's net debt to adjusted EBITDAX multiple over the first performance period, which ran from January 1, 2024 through December 31, 2024, at between target and maximum performance levels, resulting in 33% of the PSUs originally granted on March 7, 2024 that vest based on the Issuer's net debt to adjusted EBITDAX multiple becoming earned at 180.53% of the target amount granted. These PSUs remain outstanding and subject to service-based vesting requirements until December 31, 2025.
F9 Includes 466,071 shares of Common Stock subject to previously granted RSUs and 302,400 shares of Common Stock subject to previously granted PSUs, in each case, that remain subject to service-based vesting.
F10 On February 28, 2024, the Compensation Committee certified the Issuer's absolute total stockholder return ("TSR") performance over the second performance period, which ran from January 1, 2024 through December 31, 2024, at maximum performance, resulting in 50% of the PSUs originally granted on October 19, 2022 that vest based on absolute TSR over such second performance period becoming earned.
F11 Includes 466,071 shares of Common Stock subject to previously granted RSUs and 338,114 shares of Common Stock subject to previously granted PSUs, in each case, that remain subject to service-based vesting.
F12 Includes 2,822,552 shares of Common Stock held by Salisbury Investment Holdings LLC ("Salisbury") and 2,461,712 shares of Common Stock held by Mockingbird Investments LLC ("Mockingbird"). The Reporting Person owns a 95% limited liability company interest in Salisbury and his spouse owns the remaining 5%. The Reporting Person owns a 13.1874% limited liability company interest in Mockingbird and two trusts under his control own the remaining 86.8126%. The Reporting Person disclaims beneficial ownership of all shares of Common Stock held by Salisbury and Mockingbird except to the extent of his pecuniary interest therein.

Remarks:

Chairman of the Board, Chief Executive Officer & President