Deck Slone - 14 Jan 2025 Form 4 Insider Report for Core Natural Resources, Inc. (CNR)

Footnote F1

Pursuant to the Agreement and Plan of Merger, dated as of August 20, 2024 (the "Merger Agreement"), by and among Core Natural Resources, Inc. (formerly known as CONSOL Energy Inc.), a Delaware corporation (the "Company"), Mountain Range Merger Sub Inc., a Delaware corporation and wholly-owned subsidiary of the Company ("Merger Sub") and Arch Resources, Inc., a Delaware corporation ("Arch"), on January 14, 2025, Merger Sub merged with and into Arch, with Arch surviving the merger as a wholly-owned subsidiary of the Company (the "Merger"). At the effective time of the Merger (the "Effective Time"), pursuant to the Merger Agreement, each issued and outstanding share of Class A common stock, par value $0.01 per share, of Arch held by the Reporting Person automatically converted into the right to receive 1.326 shares of common stock, par value $0.01 per share, of the Company.

Footnote F2

(Continued from footnote 1) In addition, at the Effective Time, each restricted stock unit award and performance-based restricted stock unit award of Arch held by the Reporting Person that was outstanding immediately prior to the Effective Time fully vested, was cancelled and automatically converted into shares of common stock, par value $0.01 per share, of the Company in accordance with the terms of the Merger Agreement, subject to applicable tax withholdings. As such, the number reported consists solely of unrestricted shares of common stock, par value $0.01 per share, of the Company.