CHRISTOPHER W. LACY - 01 Oct 2024 Form 4 Insider Report for SOUTHWESTERN ENERGY CO

Role
SVP, General Counsel and Corporate Secretary
Signature
/s/ Christopher W. Lacy
Issuer symbol
N/A
Transactions as of
01 Oct 2024
Net transactions value
-$282,559
Form type
4
Filing time
01 Oct 2024, 21:56:30 UTC
Previous filing
27 Feb 2024
Next filing
16 Oct 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SWN Common Stock Gift $99,995 -14,064 -12% $7.11 107,556 01 Oct 2024 Direct F1
transaction SWN Common Stock Options Exercise $0 +65,250 +61% $0.000000 172,806 01 Oct 2024 Direct
transaction SWN Common Stock Tax liability $182,563 -25,677 -15% $7.11 147,129 01 Oct 2024 Direct F2
transaction SWN Common Stock Disposed to Issuer -147,129 -100% 0 01 Oct 2024 Direct F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SWN Restricted Stock Units [2022] Options Exercise -26,100 -100% 0 01 Oct 2024 Common Stock 26,100 Direct F4, F5
transaction SWN Performance Stock Units [2022] Options Exercise -39,150 -100% 0 01 Oct 2024 Common Stock 39,150 Direct F4, F5
transaction SWN Restricted Stock Units [2023& 2024] Disposed to Issuer $0 -318,314 -100% $0.000000 0 01 Oct 2024 Common Stock 318,314 Direct F4, F6
transaction SWN Performance Stock Units [2023] Disposed to Issuer $0 -94,456 -100% $0.000000 0 01 Oct 2024 Common Stock 94,456 Direct F4, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

CHRISTOPHER W. LACY is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 This transaction involved the reporting person's gift of 14,064 shares of common stock.
F2 Represents net share settlement of common stock award to satisfy withholding taxes.
F3 In connection with acquisition of Southwestern Energy Company (the "Issuer") by Expand Energy Corporation (formerly known as, Chesapeake Energy Corporation) ("Expand") on October 1, 2024 (the "Closing") the reported shares of Issuer common stock were converted into the right to receive 0.0867 (the "Exchange Ratio") of a share of Expand common stock, with cash in lieu of fractional shares. The closing price per share of Issuer common stock on the Nasdaq Global Select Market on September 30, 2024, the day prior to the Closing was $7.11.
F4 Each restricted stock unit ("Issuer RSU") or performance stock unit ("Issuer PSUs") represents a contingent right to receive a share of Issuer common stock upon vesting.
F5 The reported securities represent shares of Expand common stock received in connection with Closing upon accelerated vesting of the Issuer RSUs, Issuer PSUs.
F6 Upon Closing, the reported Issuer RSUs converted into restricted stock units that represent a contingent right to receive Expand common stock ("Expand RSUs") in an amount equal to the Exchange Ratio multiplied by the total number of shares of Issuer common stock subject to such Issuer RSU award, together with accrued dividend equivalent payments. Such Expand RSUs were granted subject to vesting conditions and settlement terms as applied under the applicable award agreements with respect to the corresponding Issuer RSUs.
F7 Upon Closing, the reported Issuer PSUs converted into Expand RSUs in an amount equal to the Exchange Ratio multiplied by the total number of shares of Issuer common stock subject to such Issuer PSU award, together with accrued dividend equivalent payments. Such Expand RSUs were granted subject to vesting conditions and settlement terms as applied under the applicable award agreements with respect to the corresponding Issuer PSUs.

Remarks:

SVP, General Counsel and Corporate Secretary