X0306 4 2013-10-16 0 0001433270 ANTERO RESOURCES Corp AR 0001370287 Keenan W Howard JR 410 PARK AVENUE, 19TH FLOOR NEW YORK NY 10022 1 0 0 0 Common stock, par value $0.01 per share 2013-10-16 4 A 0 1818 0 A 1818 D Common stock, par value $0.01 per share 2013-10-16 4 S 0 3409091 42.02 D 220965909 I See footnotes Restricted stock grant that will vest in a single installment one year from the date of grant, or October 16, 2014. These securities are directly owned by Antero Resources Investment LLC, a Delaware limited liability company ("Antero Investment"). In connection with the initial public offering of common stock (the "Common Stock") of the Issuer (the "IPO"), Yorktown Energy Partners V, L.P. ("Yorktown V"), Yorktown Energy Partners VI, L.P. ("Yorktown VI"), Yorktown Energy Partners VII, L.P. ("Yorktown VII") and Yorktown Energy Partners VIII, L.P. ("Yorktown VIII") exchanged their respective member interests in Antero Resources LLC for equivalent member interests in Antero Investment. The Reporting Person is a member and a manager of (a) Yorktown V Company LLC, the general partner of Yorktown V, (b) Yorktown VI Associates LLC, the general partner of Yorktown VI Company LP, the general partner of Yorktown VI, (c) Yorktown VII Associates LLC, the general partner of Yorktown VII Company LP, the general partner of Yorktown VII, (d) Yorktown VIII Associates LLC, the general partner of Yorktown VIII Company LP, the general partner of Yorktown VIII. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for Section 16 or any other purpose. In connection with the IPO, Antero Resources LLC, a Delaware limited liability company, merged with and into the Issuer, resulting in all of the membership interests in Antero Resources LLC held by Antero Investment immediately prior to the merger being converted into 224,375,000 shares of Common Stock. Pursuant to the exercise by the underwriters of their option to purchase additional shares to cover over-allotments from Antero Investment in connection with the IPO, Antero Investment sold 3,409,091 shares of Common Stock on October 16, 2013. /s/ Alvyn A. Schopp, as attorney-in-fact for W. Howard Keenan, Jr. 2013-10-17