Matador Resources Co — Director's Dealing 2022

Jan 4, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Matador Resources Co (MTDR)
CIK: 0001520006
Period of Report: 2021-12-31

Reporting Person: Foran Joseph Wm (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-31	Common Stock	A	226758	—	Acquired	290448	Direct
2021-12-31	Common Stock	F	89230	$36.92	Disposed	201218	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1105913	Indirect
Common Stock	1077568	Indirect
Common Stock	438566	Indirect
Common Stock	407634	Indirect
Common Stock	114236	Indirect
Common Stock	114236	Indirect
Common Stock	388131	Indirect
Common Stock	388131	Indirect
Common Stock	290000	Indirect
Common Stock	290000	Indirect
Common Stock	145882	Indirect
Common Stock	145882	Indirect

Footnotes

F1: Represents shares received in settlement of performance stock units granted to the reporting person on February 13, 2019 (the "2019 Performance Stock Grant"), which settled at 200% of target based upon the Issuer's relative total shareholder return over a three-year performance period from January 1, 2019 to December 31, 2021.

F2: Represents shares withheld by the Issuer in connection with the reporting person's net share settlement to satisfy the tax liability upon settlement of the 2019 Performance Stock Grant. No shares were sold by the reporting person to satisfy the tax liability.

F3: 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.

F4: Represents shares held of record by Sage Resources, Ltd., which is a limited partnership owned by the reporting person's family, including the reporting person.

F5: Represents shares held of record collectively by the LRF 2011 Non-GST Trust, WJF 2011 Non-GST Trust, JNF 2011 Non-GST Trust, SIF 2011 Non-GST Trust and MCF 2011 Non-GST Trust (collectively, the "Non-GST Trusts"). The reporting person and his spouse, as settlors of each of the Non-GST Trusts, retain the power of substitution with respect to the property of the Non-GST Trusts.

F6: Represents shares held of record by the Foran 2012 Savings Trust for which the reporting person's spouse is a trustee.

F7: Represents shares held of record by the Foran 2012 Security Trust for which the reporting person is the trustee.

F8: Represents shares held of record by the JWF 2020-1 GRAT, for which the reporting person is the trustee and over which the reporting person has sole voting and investment power.

F9: Represents shares held of record by the NNF 2020-1 GRAT, for which the reporting person is the trustee and over which the reporting person has sole voting and investment power.

F10: Represents shares held of record by the JWF 2020-2 GRAT, for which the reporting person is the trustee and over which the reporting person has sole voting and investment power.

F11: Represents shares held of record by the NNF 2020-2 GRAT, for which the reporting person is the trustee and over which the reporting person has sole voting and investment power.

F12: Represents shares held of record by the JWF 2021-1 GRAT, for which the reporting person is the trustee and over which the reporting person has sole voting and investment power.

F13: Represents shares held of record by the NNF 2021-1 GRAT, for which the reporting person is the trustee and over which the reporting person has sole voting and investment power.

F14: Represents shares held of record by the JWF 2019-2 GRAT, for which the reporting person is the trustee and over which the reporting person has sole voting and investment power.

F15: Represents shares held of record by the NNF 2019-2 GRAT, for which the reporting person is the trustee and over which the reporting person has sole voting and investment power.