X0306 4 2017-11-27 0 0001433270 ANTERO RESOURCES Corp AR 0001528258 Warburg Pincus Private Equity X O&G, L.P. C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK NY 10017 1 0 1 0 0001451560 Warburg Pincus X Partners, L.P. C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK NY 10017 1 0 1 0 0001414561 Warburg Pincus X, L.P. C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK NY 10017 1 0 1 0 0001414564 Warburg Pincus X GP L.P. C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK NY 10017 1 0 1 0 0001621874 WPP GP LLC C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK NY 10017 1 0 1 0 0001621224 Warburg Pincus Partners GP LLC C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK NY 10017 1 0 1 0 0000929408 WARBURG PINCUS & CO. C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK NY 10017 1 0 1 0 0001162870 WARBURG PINCUS LLC C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK NY 10017 0 0 1 0 0001239318 KAYE CHARLES R C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK NY 10017 0 0 1 0 0001220638 Landy Joseph P. C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK NY 10017 0 0 1 0 Common stock, par value $0.01 per share 2017-11-27 4 J 0 9790270 D 33367991 D Common stock, par value $0.01 per share 2017-11-27 4 J 0 312956 D 1445774 I See Footnote Effective November 27, 2017, WP X Partners (as defined below) and WP X O&G (as defined below) distributed an aggregate total of 10,103,226 shares of common stock, par value $0.01 per share ("Common Stock"), of Antero Resources Corporation (the "Issuer") to their partners on a pro rata basis in accordance with their respective ownership interests as determined in accordance with the applicable limited partnership agreements of such entities (the "Distribution"), with no consideration being paid in connection therewith. This Form 4 is filed on behalf of (i) Warburg Pincus X Partners, L.P., a Delaware limited partnership ("WP X Partners"); and (ii) Warburg Pincus Private Equity X O&G, L.P., a Delaware limited partnership ("WP X O&G"). Warburg Pincus X, L.P., a Delaware limited partnership ("WP X GP"), is the general partner of WP X Partners and Warburg Pincus Private Equity X, L.P., a Delaware limited partnership ("WP X" and together with WP X Partners, the "WP X Funds") and WP X O&G. Warburg Pincus X GP L.P., a Delaware limited partnership ("WP X GP LP"), is the general partner of WP X GP. WPP GP LLC, a Delaware limited liability company ("WPP GP"), is the general partner of WP X GP LP. Warburg Pincus Partners, L.P., a Delaware limited partnership ("WP Partners"), is the managing member of WPP GP. Warburg Pincus Partners GP LLC, a Delaware limited liability company ("WP Partners GP"), is the general partner of WP Partners. Warburg Pincus & Co., a New York general partnership ("WP"), is the managing member of WP Partners GP. Warburg Pincus LLC, a New York limited liability company ("WP LLC"), is the manager of the WP X Funds and WP X O&G. Charles R. Kaye and Joseph P. Landy are each Managing General Partners of WP and Managing Members and Co-Chief Executive Officers of WP LLC and may be deemed to control the Warburg Pincus Reporting Persons (as defined below). Messrs. Kaye and Landy disclaim beneficial ownership of all shares held by the Warburg Pincus Reporting Persons. Each of Messrs. Kaye and Landy, together with the WP X Funds, WP X O&G, WP X GP, WP X GP LP, WPP GP, WP Partners, WP Partners GP, WP and WP LLC are collectively referred to herein as the "Warburg Pincus Reporting Persons". By reason of the provisions of Rule 16a-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Warburg Pincus Reporting Persons and certain affiliates may be deemed to be beneficial owners of 13,235,876 shares of Common Stock of the Issuer held collectively by the WP X Funds and 33,367,991 shares of Common Stock of the Issuer held by WP X O&G. The Warburg Pincus Reporting Persons and such affiliates disclaim beneficial ownership of such shares of Common Stock of the Issuer except to the extent of their direct pecuniary interest therein. The WP X Funds, WP X O&G, WP X GP, WP X GP LP, WPP GP, WP Partners, WP Partners GP, and WP are directors-by-deputization solely for purposes of Section 16 of the Exchange Act. Information with respect to each of the Warburg Pincus Reporting Persons is given solely by such Warburg Pincus Reporting Person, and no Warburg Pincus Reporting Person has responsibility for the accuracy or completeness of information supplied by another Warburg Pincus Reporting Person. Each of Charles R. Kaye and Joseph P. Landy serves as Managing General Partner of WP and Co-Chief Executive Officer and Managing Member of WP LLC. Therefore, the consummation of the Distribution altered the indirect beneficial ownership of the Reporting Persons in the shares of Common Stock. In addition to the 46,609,061 shares of Common Stock in which Charles R. Kaye may be deemed to have indirect beneficial ownership by virtue of his status as Managing General Partner of WP and Co-Chief Executive Officer and Managing Member of WP LLC, Mr. Kaye currently owns, directly and indirectly, 89,915 shares of Common Stock, all of which shares were received in the Distribution. In addition to the 46,609,061 shares of Common Stock in which Joseph P. Landy may be deemed to have indirect beneficial ownership by virtue of his status as Managing General Partner of WP and Co-Chief Executive Officer and Managing Member of WP LLC, Mr. Landy currently owns 565,799 shares of Common Stock. Common Stock of the Issuer is held directly by WP X Partners. The Power of Attorney given by each of Mr. Kaye and Mr. Landy was previously filed with the U.S. Securities and Exchange Commission on July 12, 2016 as an exhibit to a beneficial ownership report on Schedule 13D filed by Warburg Pincus LLC with respect to WEX Inc. and is hereby incorporated by reference. Entity names in the signature blocks have been abbreviated. Please refer to Notes (2), (3), and (4) of this Form 4 for the complete legal name of such entities. WARBURG PINCUS PRIVATE EQUITY X O&G, L.P. By: WP X GP, its GP By: WP X GP LP, its GP BY: WPP GP LLC, its GP, By: WP Partners, its MM By: WP Partners GP, its GP, By: WP, its MM By: Name: Robert B. Knauss Title: Partner 2017-11-27 WARBURG PINCUS X PARTNERS, L.P. By: Warburg Pincus X, L.P., its GP By: WP X GP LP, its GP By: WPP GP LLC, its GP By: WP Partners, its MM By: WP Partners GP, its GP By: Warburg Pincus & Co., its MM By: Name: Robert B. Knauss Title: Partner 2017-11-27 WARBURG PINCUS X GP L.P. By: WPP GP LLC, its GP By: Warburg Pincus Partners, L.P., its MM By: Warburg Pincus Partners GP LLC, its GP By: Warburg Pincus & Co., its MM By: Name: Robert B. Knauss Title: Partner 2017-11-27 WARBURG PINCUS X, L.P. By: Warburg Pincus X GP L.P., its GP By: WPP GP LLC, its GP By: Warburg Pincus Partners, L.P., its MM By: Warburg Pincus Partners GP LLC, its GP By: Warburg Pincus & Co., its MM By: Name: Robert B. Knauss Title: Partner 2017-11-27 WPP GP LLC By: Warburg Pincus Partners, L.P., its managing member By: Warburg Pincus Partners GP LLC, its general partner By: Warburg Pincus & Co., its managing member By: Name: Robert B. Knauss Title: Partner 2017-11-27 WARBURG PINCUS PARTNERS GP LLC By: Warburg Pincus & Co., its managing member By: Name: Robert B. Knauss Title: Partner 2017-11-27 WARBURG PINCUS & CO. By: Name: Robert B. Knauss Title: Partner 2017-11-27 WARBURG PINCUS LLC By: Name: Robert B. Knauss Title: Managing Director 2017-11-27 CHARLES R. KAYE By: Name: Robert B. Knauss, attorney-in-fact 2017-11-27 JOSEPH P. LANDY By: Name: Robert B. Knauss, attorney-in-fact 2017-11-27