Matador Resources Co — Director's Dealing 2013

Mar 14, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Matador Resources Co (MTDR)
CIK: 0001520006
Period of Report: 2013-03-12

Reporting Person: Wayne Kathryn L (Controller and Treasurer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-12	Common Stock	A	8125	$0.00	Acquired	48651	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-03-12	Employee Stock Option	$8.18	A	16250	Acquired	2018-03-11	Common Stock (16250)	Direct

Footnotes

F1: Represents shares of restricted stock granted to the reporting person on March 12, 2013. Such shares of restricted stock will vest following the fourth anniversary of the date of grant, March 12, 2017.

F2: Includes 2,917 shares of restricted stock granted to the reporting person on April 16, 2012. Such shares of restricted stock will vest in two equal biennial installments beginning on the second anniversary of the date of grant, April 16, 2014.

F3: Includes 2,917 shares of restricted stock granted to the reporting person on April 16, 2012. Such shares of restricted stock will vest following the third anniversary of the date of grant, April 16, 2015, in an amount to be determined based upon the achievement of certain performance conditions as specified in the reporting person's award agreement.

F4: Includes 2,917 restricted stock units granted to the reporting person on April 16, 2012. Such restricted stock units will vest, and an applicable number of shares of common stock will be deliverable to the reporting person, following the third anniversary of the date of grant, April 16, 2015, in an amount to be determined based upon the achievement of certain performance conditions as specified in the reporting person's award agreement.

F5: The employee stock options vest in two equal biennial installments beginning on the second anniversary of the date of grant, March 12, 2015.