0001104659-24-030050.txt : 20240301
0001104659-24-030050.hdr.sgml : 20240301
20240301171436
ACCESSION NUMBER: 0001104659-24-030050
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240228
FILED AS OF DATE: 20240301
DATE AS OF CHANGE: 20240301
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kennedy Michael N.
CENTRAL INDEX KEY: 0001477679
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36120
FILM NUMBER: 24711522
MAIL ADDRESS:
STREET 1: 707 - 17TH STREET
STREET 2: SUITE 3600
CITY: DENVER
STATE: CO
ZIP: 80202
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ANTERO RESOURCES Corp
CENTRAL INDEX KEY: 0001433270
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
ORGANIZATION NAME: 01 Energy & Transportation
IRS NUMBER: 800162034
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1615 WYNKOOP STREET
CITY: DENVER
STATE: CO
ZIP: 80202
BUSINESS PHONE: 303-357-7325
MAIL ADDRESS:
STREET 1: 1615 WYNKOOP STREET
CITY: DENVER
STATE: CO
ZIP: 80202
FORMER COMPANY:
FORMER CONFORMED NAME: ANTERO RESOURCES APPALACHIAN CORP
DATE OF NAME CHANGE: 20100209
FORMER COMPANY:
FORMER CONFORMED NAME: ANTERO RESOURCES BARNETT CORP
DATE OF NAME CHANGE: 20080424
4
1
tm247724-1_4seq1.xml
OWNERSHIP DOCUMENT
X0508
4
2024-02-28
0
0001433270
ANTERO RESOURCES Corp
AR
0001477679
Kennedy Michael N.
1615 WYNKOOP STREET
DENVER
CO
80202
0
1
0
0
See Remarks
0
Common stock, par value $0.01 per share
2024-02-28
4
A
0
17508
0
A
985035
D
Common stock, par value $0.01 per share
2024-02-28
4
F
0
17378
25.46
D
967657
D
Common stock, par value $0.01 per share
2024-02-28
4
A
0
15354
0
A
983011
D
Common stock, par value $0.01 per share
2024-02-28
4
A
0
16290
0
A
999301
D
Common stock, par value $0.01 per share
2024-02-28
4
A
0
27606
0
A
1026907
D
On February 28, 2024, 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, 2023 through December 31, 2023, at the maximum level, resulting in 33% of the performance share units ("PSUs") originally granted on April 15, 2021 that vest based on the Issuer's net debt to adjusted EBITDAX multiple becoming earned at 200% of the target amount granted. The service-based vesting requirements applicable to the PSUs originally granted on April 15, 2021 that vest based on the Issuer's net debt to adjusted EBITDAX multiple were satisfied as of December 31, 2023.
Includes 172,369 shares of common stock of the Issuer ("Common Stock") subject to previously granted restricted stock unit awards ("RSUs") and 28,484 shares of Common Stock subject to previously granted PSUs, in each case, that remain subject to service-based vesting.
In connection with the vesting and settlement of the PSUs originally granted on April 15, 2021 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 28, 2024.
On February 28, 2024, the Compensation Committee certified the Issuer's net debt to adjusted EBITDAX multiple over the second performance period, which ran from January 1, 2023 through December 31, 2023, at the maximum level, resulting in 33% of the PSUs originally granted on April 15, 2022 that vest based on the Issuer's net debt to adjusted EBITDAX multiple becoming earned at 200% of the target amount granted. These PSUs remain outstanding and subject to service-based vesting requirements until December 31, 2024.
Includes 172,369 shares of Common Stock subject to previously granted RSUs and 43,838 shares of Common Stock subject to previously granted PSUs, in each case, that remain subject to service-based vesting.
On February 28, 2024, the Compensation Committee certified the Issuer's net debt to adjusted EBITDAX multiple over the first performance period, which ran from January 1, 2023 through December 31, 2023, at the maximum level, 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 200% of the target amount granted. These PSUs remain outstanding and subject to service-based vesting requirements until December 31, 2025.
Includes 172,369 shares of Common Stock subject to previously granted RSUs and 60,128 shares of Common Stock subject to previously granted PSUs, in each case, that remain subject to service-based vesting.
On February 28, 2024, the Compensation Committee certified the Issuer's net debt to adjusted EBITDAX multiple over the first performance period, which ran from January 1, 2023 through December 31, 2023, at the maximum level, 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 200% of the target amount granted. These PSUs remain outstanding and subject to service-based vesting requirements until December 31, 2025.
Includes 172,369 shares of Common Stock subject to previously granted RSUs and 87,734 shares of Common Stock subject to previously granted PSUs, in each case, that remain subject to service-based vesting.
On February 28, 2024, the Compensation Committee certified the Issuer's absolute total stockholder return ("TSR") performance over the first performance period, which ran from January 1, 2023 through December 31, 2023, at below the threshold level, resulting in 0% of the PSUs originally granted on October 19, 2022 that vest based on absolute TSR over such first performance period becoming earned. Therefore, the total reported in this column does not include any PSUs with respect to such award despite such PSUs previously being reported in Table II of the Form 4 filed by the Reporting Person on October 19, 2022.
Chief Financial Officer and Senior Vice President - Finance
/s/ Yvette K. Schultz, as attorney-in-fact for Michael N. Kennedy
2024-03-01