Matador Resources Co — Director's Dealing 2015

Apr 27, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Matador Resources Co (MTDR)
CIK: 0001520006
Period of Report: 2015-04-23

Reporting Person: Robinson Bradley M (CTO, VP-Reservoir Engineering)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-04-23	Common Stock	F	2837	$27.81	Disposed	188092	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	50000	Indirect

Footnotes

F1: Represents shares withheld by the Issuer in connection with the reporting person's net share settlement to satisfy tax liability upon the vesting of 10,000 shares of restricted stock and restricted stock units. No shares were sold by the reporting person to satisfy this tax liability.

F2: Includes 2,663 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 on the fourth anniversary of the date of grant, March 8, 2017.

F4: Includes 2,500 shares of restricted stock granted to the reporting person on April 16, 2012 that vest on the fourth anniversary of the date of grant, April 16, 2016.

F5: Includes 10,000 shares of restricted stock and restricted stock units granted to the reporting person on April 16, 2012 less 2,837 shares withheld by the Issuer to satisfy tax liability in connection with the April 23, 2015 vesting of such shares and units based upon the achievement of certain performance conditions as specified in the reporting person's award agreement.