8-K current report · filed May 7, 2026

Coterra (CTRA) 8-K Current Report: May 7, 2026

Item 1.02Item 2.01Item 3.01Item 3.03Item 5.01Item 5.02CTRA overviewOriginal on SEC EDGAR

Short answer

Coterra (CTRA) filed an 8-K current report with the SEC on May 7, 2026 reporting Item 1.02 (Termination of a Material Definitive Agreement), Item 2.01 (Completion of Acquisition or Disposition of Assets), Item 3.01 (Notice of Delisting), Item 3.03 (Material Modification to Rights of Security Holders), Item 5.01 (Changes in Control of Registrant), Item 5.02 (Departure/Election of Directors or Officers). Merger closing terminated all lender commitments under the March 10, 2023 Credit Agreement.

  • This filing includes Item 3.01, an item that often signal trouble.

Why these 8-K items matter →

Coterra 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.02 · Termination of a Material Definitive Agreement

  • Merger closing terminated all lender commitments under the March 10, 2023 Credit Agreement
  • Principal, interest and fees paid in full on the closing date
  • Related guarantees released, eliminating obligations under the terminated facility

Item 3.01 · Notice of Delisting

  • CTRA common stock delisted from NYSE following merger completion
  • Trading ceased before market open on May 7, 2026
  • Form 25 initiated deregistration under Exchange Act Section 12(b)
  • Planned Form 15 would suspend reporting obligations and terminate Section 12(g) registration

Item 3.03 · Material Modification to Rights of Security Holders

  • Merger completion triggered a change in control at Coterra Energy
  • Coterra became a wholly owned subsidiary of Devon
  • Existing shareholders’ standalone ownership and governance rights materially changed

Item 5.02 · Departure/Election of Directors or Officers

  • Merger-related leadership turnover: all pre-merger directors and officers ceased service at the effective time
  • Successor corporation inherited Merger Sub’s directors and officers following transaction completion
  • Thomas E. Jorden’s employment terminated upon merger consummation
  • Jorden entitled to severance payments and benefits under the January 31, 2026 agreement
  • Departures unrelated to disagreements over operations, policies, or practices

Other items in this filing:

  • Item 2.01: Completion of Acquisition or Disposition of Assets
  • Item 5.01: Changes in Control of Registrant

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