Gray Bradley G 4

What Happened

• Bradley G. Gray, President and Chief Financial Officer of Diversified Energy Co. (DEC), had RSUs/PSUs settle and derivative awards convert on March 16, 2026. The filing shows he acquired a total of 66,195 shares from awards/conversions and that 21,592 shares were withheld to satisfy his tax withholding obligation (21,592 shares × $14.61 = $315,459). The filing also reports a conversion/disposition of 36,840 derivative units (reported as both an acquisition and a disposition at $0.00), reflecting the mechanics of the awards/settlements rather than an open-market sale.

Key Details

• Transaction date: March 16, 2026; Form 4 filed March 18, 2026 (appears timely).
• Main entries: multiple awards/settlements (code A) and exercise/conversion of derivatives (code M); tax withholding (code F).
• Shares shown as acquired (aggregate): 66,195 shares (various RSU/PSU settlements and dividend-equivalent RSUs).
• Shares withheld/disposed for taxes: 21,592 shares at $14.61 each = $315,459.
• Additional reported disposition: 36,840 shares via conversion/exercise entries recorded at $0.00 (reflects award mechanics).
• Footnotes: RSUs and PSUs settled; F3 confirms withholding satisfied tax liability; other footnotes describe vesting schedules, dividend-equivalent RSUs, and that some RSUs vest in future years (2027–2029).
• Shares owned after transaction: not specified in the provided excerpt of the filing.

Context

• These transactions are primarily award settlements and tax-withholding (routine corporate HR/tax mechanics), not open-market purchases or voluntary sales. Tax withholding (code F) is a common way insiders satisfy tax obligations when RSUs/PSUs vest; it does not necessarily indicate bullish or bearish intent.
• Transaction codes: A = award/grant, M = exercise/conversion of derivative, F = withholding to pay tax liability. The conversion/settlement entries reported at $0.00 likely reflect share issuance mechanics rather than a cashless sale on the market.