Coterra Energy Inc SEC Filings

Coterra Energy Inc. filed its quarterly report for the three months ended March 31, 2026, showing slightly lower earnings but much stronger cash generation and a pending strategic merger. Net income declined to $466 million from $516 million, or $0.61 per diluted share versus $0.68 a year earlier, mainly as derivative losses and higher operating costs offset higher commodity prices and volumes. Operating cash flow rose sharply to $1.6 billion from $1.1 billion, helped by stronger oil and gas revenues. Total production increased to 69.4 MMBoe, with oil up 16% and NGLs up 32%, while natural gas volumes fell 6%. Coterra repaid the remaining $300 million under its term loan, ended the quarter with $485 million in cash and no revolver borrowings, and maintained a $0.22 per‑share dividend while repurchasing 1 million shares for $32 million. The company also highlighted a pending all‑stock merger with Devon Energy, under which Coterra shareholders are expected to receive 0.70 Devon shares per Coterra share, leaving Devon holders with about 54% and Coterra holders 46% of the combined company, subject to customary closing conditions.

Coterra Energy Inc. held a virtual special meeting on May 4, 2026 and stockholders approved the Agreement and Plan of Merger with Devon Energy Corporation and the related advisory compensation proposal. Voting on the Merger Proposal was 623,592,882 for, 955,933 against, and 1,182,150 abstain. The advisory compensation proposal passed with 570,854,095 for, 53,898,670 against, and 978,187 abstain. The parties state customary closing conditions remain, and they expect the transaction to close on or about May 7, 2026. Devon’s Form S-4 was declared effective by the SEC on March 26, 2026, and definitive proxy/prospectus materials were mailed on or about March 30, 2026.

Coterra Energy Inc. held a virtual special stockholder meeting where investors approved its planned merger with Devon Energy Corporation. Stockholders voted to adopt and approve the Agreement and Plan of Merger among Coterra, Devon and a Devon subsidiary, covering the merger and related transactions.

They also approved, on a non-binding advisory basis, the compensation that may be paid or become payable to Coterra’s named executive officers in connection with the merger. The company expects the transactions under the merger agreement to close on or about May 7, 2026, assuming all customary closing conditions are satisfied.

Coterra Energy and Devon Energy shareholders approved an all‑stock merger; closing is expected on or around May 7, 2026. Under the merger agreement, each share of Coterra common stock will convert into the right to receive 0.70 shares of Devon common stock, with cash in lieu for fractional shares. Upon closing, Devon holders are expected to own approximately 54% of the combined company and Coterra holders approximately 46% on a fully diluted basis. Special meetings recorded >76% and >82% turnout for Devon and Coterra respectively, with >98% and >99% of votes cast in favor. The companies filed an effective Form S-4 and distributed a joint proxy/prospectus in connection with the transaction.

Devon Energy and Coterra shareholders approved their all-stock merger, which is expected to close on or around May 7, 2026. Under the merger terms each share of Coterra common stock will be converted into the right to receive 0.70 shares of Devon common stock, with cash paid in lieu of fractional shares. Upon closing, Devon holders are expected to own approximately 54 percent of the combined company and Coterra holders approximately 46 percent on a fully diluted basis. Both companies will file final vote results on Form 8-K.

Coterra Energy Inc reports a Schedule 13G filing showing Vanguard Capital Management beneficially owned 55,725,674 shares of Common Stock.

The filing states this equals 7.33% of the class as of the reporting period and shows sole dispositive power over all 55,725,674 shares and sole voting power for 7,594,076 shares. The filing is signed on 04/29/2026.

Devon and Coterra disclosed post-merger leadership assignments and integration timing tied to their proposed merger. A leadership slate names executives and base locations; field notifications and remaining organization assignments will follow. The companies filed a registration statement on Form S-4 (declared effective March 26, 2026) and mailed a Joint Proxy Statement/Prospectus on March 30, 2026. The parties currently anticipate a close date on or around May 7, 2026. Until closing, each company remains independent while integration planning continues.

Coterra Energy and Devon merger update: leadership and timing. The companies named an initial executive leadership structure and base locations ahead of the anticipated close on or around May 7, 2026. The registration statement on Form S-4 was declared effective on March 26, 2026, and the definitive Joint Proxy Statement/Prospectus was filed and mailed on or about March 30, 2026. Management is targeting employee notifications for remaining organizational assignments within six weeks from the close date but may take longer to make thoughtful decisions. Until closing, Devon and Coterra will operate independently.

Coterra Energy is supplementing its joint proxy statement with Devon Energy to provide additional disclosure related to the proposed merger and Goldman Sachs’ illustrative valuation analyses. The supplement updates discounted cash flow and implied per‑share ranges using forecasts, selected terminal multiples and discount rates, and provides transaction premia statistics and representative deal values.

The supplement states illustrative present value ranges per Coterra share of $25.43 to $31.86 (company stand‑alone), implied present values of $24.05 to $30.47 (company future value analysis), pro‑forma Exchange Ratio implied present values of $30.67 to $38.51 (DCF pro‑forma) and $27.95 to $36.88 (pro‑forma future value analysis). It also discloses key inputs including EBITDA estimates, net debt figures, and fully diluted share counts used by Goldman Sachs.