8-K - Coterra Energy Inc. | StockGist

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Coterra Energy Inc. announced that the Hart-Scott-Rodino antitrust waiting period for its proposed merger with Devon Energy Corporation expired on April 1, 2026, satisfying a key condition for the transaction expected to close in the second quarter of 2026.

Key Takeaways

1The Hart-Scott-Rodino antitrust waiting period for the Coterra-Devon merger expired on April 1, 2026, removing a major regulatory hurdle.

2The merger closing is expected in the second quarter of 2026, subject to remaining customary closing conditions.

3Devon's registration statement for the merger was declared effective on March 26, 2026, and definitive proxy materials were mailed to stockholders starting March 30, 2026.

4The merger structure involves Merger Sub merging into Coterra, with Coterra surviving as a wholly-owned subsidiary of Devon.

5Investors are directed to review detailed merger information in the SEC-filed registration statement and joint proxy statement/prospectus.

Current Report Details

Event Type

Other Event

Disclosure

Voluntary

Variant

8-K

Items Reported

8.01

| Other Events. | |---|---| As previously announced, on February 1, 2026, Coterra Energy Inc., a Delaware corporation (the “**Company**” or “**Coterra**”), Devo

Other Event

Transaction Details

Acquisition / Disposition

Target: Coterra Energy Inc.
Consideration: Shares of Devon's common stock
Structure: Merger Sub will merge with and into Coterra, with Coterra surviving as a wholly-owned subsidiary of Devon

•Merger Agreement entered on February 1, 2026
•HSR Act waiting period expired April 1, 2026
•Closing expected in second quarter of 2026
•Subject to satisfaction or waiver of other customary closing conditions

Exhibits (1)

8-K

FORM 8-K