0001104659-24-030052.txt : 20240301
0001104659-24-030052.hdr.sgml : 20240301
20240301171610
ACCESSION NUMBER: 0001104659-24-030052
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: RADY PAUL M
CENTRAL INDEX KEY: 0001234637
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36120
FILM NUMBER: 24711556
MAIL ADDRESS:
STREET 1: 1625 17TH STREET
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
tm247724-2_4seq1.xml
OWNERSHIP DOCUMENT
X0508
4
2024-02-28
0
0001433270
ANTERO RESOURCES Corp
AR
0001234637
RADY PAUL M
1615 WYNKOOP STREET
DENVER
CO
80202
1
1
0
0
See Remarks
0
Common stock, par value $0.01 per share
2024-02-28
4
A
0
78782
0
A
11378145
D
Common stock, par value $0.01 per share
2024-02-28
4
F
0
98153
25.46
D
11279992
D
Common stock, par value $0.01 per share
2024-02-28
4
A
0
44878
0
A
11324870
D
Common stock, par value $0.01 per share
2024-02-28
4
A
0
47618
0
A
11372488
D
Common stock, par value $0.01 per share
2024-02-28
4
A
0
64202
0
A
11436690
D
Common stock, par value $0.01 per share
5284264
I
See Footnote
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 579,524 shares of common stock of the Issuer ("Common Stock") subject to previously granted restricted stock unit awards ("RSUs") and 355,214 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 579,524 shares of Common Stock subject to previously granted RSUs and 400,092 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 579,524 shares of Common Stock subject to previously granted RSUs and 447,710 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 579,524 shares of Common Stock subject to previously granted RSUs and 511,912 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.
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.
Chairman of the Board, Chief Executive Officer & President
/s/ Yvette K. Schultz, as attorney-in-fact for Paul M. Rady
2024-03-01