ANTERO RESOURCES Corp — Director's Dealing 2022

May 9, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ANTERO RESOURCES Corp (AR)
CIK: 0001433270
Period of Report: 2022-05-05

Reporting Person: Kennedy Michael N. (See Remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-05-05	Common stock, par value $0.01 per share	M	13130	—	Acquired	1151678	Direct
2022-05-05	Common stock, par value $0.01 per share	A	17506	—	Acquired	1169184	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-05-05	Performance Share Units	$	M	13130	Disposed		Common stock, par value $0.01 per share (13130)	Direct

Footnotes

F1: On May 5, 2022, the Compensation Committee (the "Compensation Committee") of Antero Resources Corp. (the "Issuer") certified the Issuer's absolute total shareholder return ("TSR") performance over the first performance period, which ran from April 15, 2021 through April 15, 2022, at the maximum level, resulting in 25% of the performance share units ("PSUs") originally granted on April 15, 2021 that vest based on absolute TSR becoming earned at 200% of the target amount granted. These PSUs remain outstanding and subject to service-based vesting requirements until April 15, 2024.

F2: Includes 531,756 shares of common stock of the Issuer ("Common Stock") subject to previously granted restricted stock unit awards ("RSUs") and 13,130 shares of Common Stock subject to previously granted PSUs, in each case, that remain subject to vesting.

F3: On May 5, 2022, the Compensation Committee certified the Issuer's net debt to adjusted EBITDAX multiple over the first performance period, which ran from January 1, 2021 through December 31, 2021, at the maximum level, resulting in 33% of the 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. These PSUs remain outstanding and subject to service-based vesting requirements until December 31, 2023.

F4: Includes 531,756 shares of Common Stock subject to previously granted RSUs and 30,636 shares of Common Stock subject to previously granted PSUs, in each case, that remain subject to vesting.

F5: Each PSU represented a contingent right to receive one share of Common Stock.

F6: Vesting of these PSUs granted on April 15, 2021 is contingent upon the achievement of both a performance and service requirement. One-third of the remaining 19,695 PSUs will become earned based on the Issuer's absolute TSR over the course of each of performance period two (beginning on April 15, 2022 and ending on April 15, 2023), performance period three (beginning on April 15, 2023 and ending on April 15, 2024) and performance period four (beginning on April 15, 2021 and ending on April 15, 2024).