Matador Resources Co — Director's Dealing 2014

Mar 11, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Matador Resources Co (MTDR)
CIK: 0001520006
Period of Report: 2014-03-07

Reporting Person: Adams Craig N (EVP - Land & Legal)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-03-07	Common Stock	A	4300	$0.00	Acquired	39471	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-03-07	Employee Stock Option	$23.40	A	25801	Acquired	2019-03-06	Common Stock (25801)	Direct

Footnotes

F1: Represents shares of restricted stock granted to the reporting person on March 7, 2014. Such shares of restricted stock will vest in two equal biennial installments beginning on the second anniversary of the date of grant, March 7, 2016.

F2: Includes 3,171 shares of restricted stock granted to the reporting person on February 11, 2014. Such shares of restricted stock will vest in two equal biennial installments beginning on the second anniversary of the date of grant, February 11, 2016.

F3: Includes 15,000 shares of restricted stock granted to the reporting person on March 8, 2013. Such shares of restricted stock will vest following the fourth anniversary of the date of grant, March 8, 2017.

F4: Includes 5,000 shares of restricted stock granted to the reporting person on November 8, 2012. Such shares of restricted stock have vested or will vest as follows: (i) one-sixth of the shares vested immediately; (ii) one-sixth of the shares vested on the first anniversary of the date of grant, November 8, 2013; (iii) one-third of the shares vest on the second anniversary of the date of grant, November 8, 2014; and (iv) one-third of the shares vest on the third anniversary of the date of grant, November 8, 2015.

F5: Includes 5,000 shares of restricted stock granted to the reporting person on September 28, 2012. Such shares of restricted stock will vest in two equal biennial installments beginning on the second anniversary of the date of grant, September 28, 2014.

F6: The employee stock options vest in two equal biennial installments beginning on the second anniversary of the date of grant, March 7, 2016.