Devon Energy Corporation filings document material events and capital-structure disclosures for a U.S. oil and gas producer with NYSE-listed common stock. Recent 8-K reports cover operating and financial results, shareholder voting matters, governance actions, material agreements and the completed Coterra merger, which made Coterra a direct wholly owned subsidiary of Devon.
The filing record also includes credit agreement amendments and related exhibit disclosures, along with registered security information, financial-statement exhibits and formal reports on events affecting Devon’s capital structure and corporate governance.
Devon Energy Corporation filed a shelf registration on Form S-3, dated April 10, 2026, to register common stock, preferred stock, depositary shares, warrants, debt securities, stock purchase contracts and stock purchase units for sale from time to time. The prospectus notes a planned all-stock merger with Coterra Energy Inc. under which each Coterra share will convert into 0.70 shares of Devon common stock. The filing states 621,437,123 shares of common stock were outstanding as of March 31, 2026, and that, subject to stockholder approval tied to the merger, authorized common shares would increase to 2.0 billion and preferred to 4.5 million.
Devon Energy Corporation filed unaudited pro forma combined financial statements related to its proposed all‑stock merger with Coterra Energy, where each Coterra share would be exchanged for 0.70 shares of Devon common stock.
Based on 759.3 million Coterra shares and a Devon share price of $44.00 on March 3, 2026, the preliminary estimated stock consideration is $23,386 million. Devon estimates issuing 531.5 million new shares. Pro forma for 2025, the combined company shows net earnings attributable to Devon of $3,768 million and proved reserves of 4,993 MMBoe, with a standardized discounted future net cash flow measure of $32,362 million.
Devon Energy Corporation announced that the Hart-Scott-Rodino waiting period expired at 11:59 p.m. Eastern Time on April 1, 2026, satisfying that closing condition for its previously disclosed merger with Coterra Energy Inc. The companies filed a Form S-4 that the SEC declared effective on March 26, 2026, and mailed a definitive joint proxy statement/prospectus starting on March 30, 2026. The closing of the merger is expected in the second quarter of 2026, subject to other customary closing conditions.
Devon Energy Corporation reports that the Hart-Scott-Rodino antitrust waiting period for its planned merger with Coterra Energy has expired, satisfying a key U.S. antitrust condition for the deal. Devon and Coterra filed their HSR notifications on March 2, 2026, and the waiting period expired at 11:59 p.m. Eastern Time on April 1, 2026. The merger, under which Coterra will become a wholly owned Devon subsidiary, is now expected to close in the second quarter of 2026, subject to remaining customary conditions in the merger agreement. Devon’s Form S-4 registration statement for the stock consideration is effective, and a joint proxy statement/prospectus has been mailed to both companies’ shareholders.
Devon Energy Corporation and Coterra Energy Inc. entered into a Merger Agreement dated February 1, 2026, under which Merger Sub will merge into Coterra and Coterra will become a wholly owned subsidiary of Devon. At the Effective Time each share of Coterra Common Stock will convert into 0.70 shares of Devon Common Stock, with cash in lieu of fractional shares. Based on Devon's NYSE close on March 27, 2026, that exchange ratio represented approximately $36.45 per Coterra share. Devon and Coterra estimate pro forma ownership of the combined company of approximately 54% for Devon stockholders and 46% for Coterra stockholders on a fully diluted basis. Special meetings are scheduled virtually for May 4, 2026 for both companies to vote on the merger and related charter and adjournment proposals.
Devon Energy Corporation and Coterra Energy Inc. have agreed to merge under an Agreement and Plan of Merger dated February 1, 2026. At the effective time each share of Coterra common stock will be converted into 0.70 shares of Devon common stock, with cash paid for fractional shares. Devon and Coterra stockholders must approve related proposals at virtual special meetings to be held May 4, 2026. Based on current estimates, post-closing ownership is expected to be approximately 54% Devon and 46% Coterra on a fully diluted basis. Devon will seek to increase authorized common shares from 1,000,000,000 to 2,000,000,000 to permit the issuance of shares in the merger. The transaction is subject to customary closing conditions, regulatory clearances and stockholder approvals.
Devon Energy Corp ownership update: The Vanguard Group filed Amendment No. 12 to its Schedule 13G/A reporting 0 shares beneficially owned, equal to 0% of common stock. The filing notes an internal realignment effective January 12, 2026 and is signed March 26, 2026 by Ashley Grim.
Devon Energy Corporation amended its main credit agreement, giving the company more time and slightly cheaper SOFR-based borrowing costs. The amendment extends the facility’s maturity date from March 24, 2030 to March 24, 2031, lengthening the period during which the credit line remains available.
The company’s right to request three additional one-year maturity extensions is renewed, subject to approval by lenders holding more than 50% of total commitments. The amendment also removes a 10 basis point credit spread adjustment on SOFR-based rates, modestly lowering interest on those borrowings under the facility.
The registrant Devon Energy Corporation and Coterra Energy Inc. filed a joint proxy statement/prospectus on forming part of a Form S-4 to register shares of Devon Common Stock to be issued in an all-stock merger. Under the Merger Agreement, each share of Coterra Common Stock will convert into 0.70 shares of Devon Common Stock (the Exchange Ratio), with cash in lieu of fractional shares. Devon and Coterra estimate post-closing ownership of approximately 54% for Devon stockholders and 46% for Coterra stockholders on a fully diluted basis. The transactions are conditioned on customary approvals and satisfaction or waiver of conditions, including stockholder approvals, regulatory clearances and effectiveness of the Form S-4. Special meetings for stockholder votes are scheduled virtually for May 4, 2026 at 10:00 a.m., Central Time, with record date March 27, 2026.