Paul A. Lang - Jan 14, 2025 Form 4 Insider Report for Core Natural Resources, Inc. (CNR)

Role: Chief Executive Officer, Director
Signature: /s/ Rosemary L. Klein, Attorney-in-Fact
Stock symbol: CNR
Transactions as of: Jan 14, 2025
Transactions value $: $0
Form type: 4
Date filed: 1/16/2025, 07:38 PM
Previous filing: Feb 27, 2024
Next filing: Feb 20, 2025

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CNR	Common stock, par value $0.01 per share	Award	$0	+293K		$0.00	293K	Jan 14, 2025	Direct	F1, F2

Showing 1 to 1 of 1 entries

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
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.
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.

Content

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.

(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.