Matador Resources Co — Director's Dealing 2019

Feb 21, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Matador Resources Co (MTDR)
CIK: 0001520006
Period of Report: 2019-02-15

Reporting Person: Hairford Matthew V (President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-15	Common Stock	F	4764	$19.31	Disposed	98609	Direct
2019-02-16	Common Stock	F	6188	$19.31	Disposed	92421	Direct
2019-02-19	Common Stock	F	12589	$18.70	Disposed	79832	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	262618	Indirect
Common Stock	5000	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 12,106 shares of restricted stock that were granted to the reporting person on February 15, 2017. No shares were sold by the reporting person to satisfy this tax liability.

F2: Represents shares withheld by the Issuer in connection with the reporting person's net share settlement to satisfy tax liability upon the vesting of 15,723 shares of restricted stock that were granted to the reporting person on February 16, 2018. No shares were sold by the reporting person to satisfy this tax liability.

F3: Represents shares withheld by the Issuer in connection with the reporting person's net share settlement to satisfy tax liability upon the vesting of 31,992 shares of restricted stock that were granted to the reporting person on February 19, 2016. No shares were sold by the reporting person to satisfy this tax liability.

F4: Includes 31,446 shares of restricted stock granted to the reporting person on February 16, 2018 that vest in equal annual installments on the second and third anniversaries of the date of grant.

F5: Includes 12,106 shares of restricted stock granted to the reporting person on February 15, 2017 that vest on the third anniversary of the date of grant.

F6: The reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of these shares. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein.

F7: Represents shares held of record by the Hairford Family Trust for which both the reporting person and his spouse are trustees.