DEF 14A of Range Resources Corp, Mar 31, 2026

DEF 14A of Range Resources Corp

Filed Mar 31, 2026 · FY20250001193125-26-134699

Open on EDGAR

  1. TABLE OF CONTENTS

    | Proxy Summary | 1 | Grants of Plan-Based Awards in 2025 | 45 | | | | Outstanding Equity Awards at 2025 Fiscal Year-End | 47 | | Proxy Statement | 9 | Option Exercises and Stock Vested in 2025 | 48 | | PROPOSAL 1: Election of Directors | 10 | Potential Payments upon Termination and Change in Control | 53 | | Nomination and Election of Directors Nominated by the Board | 10 | Other Post-Employment Payments | 55 | | | | Equity Compensation Plan Information | 57 | | Required Vote and Recommendation | 10 | Pay Versus Performance | 58 | | Nominees For Director – Terms Expire 2027 | 12 | Pay-For-Performance Alignment | 60 | | | | CAP Versus Total Stockholder Return | 60 | | Corporate Governance | 17 | CAP Versus Net Income | 61 61 | | Director Compensation | 24 | CAP Versus Net Debt | | | Compensation Committee Interlocks and Insider Participation | 25 | | | | | | PROPOSAL 3: Ratification of the Appointment of Ernst & Young LLP as our Independent Registered Public Accounting Firm | 63 | | Stock Ownership-Directors, Management and Certain Beneficial Owners | 26 | | | | Security Ownership of Certain Beneficial Owners | 27 | Required Vote and Recommendation | 63 | | | | Report of the Audit Committee | 64 | | PROPOSAL 2: Advisory Vote to Approve Executive Compensation | 28 | Independent Registered Public Accountants | 65 | | | | Audit Fees | 66 | | Required Vote and Recommendation | 28 | Tax Fees | 66 | | Compensation Discussion and Analysis | 29 | Pre-Approval Policy and Procedures | 66 | | How We Determine Executive Compensation | 30 | Other Business | 67 | | 2025 Compensation Program Elements | 35 | Stockholder Proposals for 2027 Annual Meeting | 67 | | 2026 Compensation Program | 40 | Frequently Asked Questions and Answers | 68 | | Compensation Committee Report | 42 | Proxy Materials and Voting Information | 68 | | | | Company Documents, Communications and Stockholder Proposals | 71 | | Executive Compensation Tables | 43 | | | | Summary Compensation Table | 43 | | | | CEO Pay Ratio | 44 | Annex A | 73 |

  2. Board Nominees and Committee Memberships

    Board Nominees and Committee Memberships

  3. Board Nominees and Committee Memberships

    | Name | | Age | Director Since | Principal Occupation | A | C | ES | GN | | | Brenda A. Cline Independent | 65 | 2015 | Chief Financial Officer, Treasurer and Secretary of the Kimbell Art Foundation | ▲ | ● | ● | | | | Margaret K. Dorman Independent | 62 | 2019 | Former Executive Vice President, Chief Financial Officer and Treasurer of Smith International, Inc. | ● | ▲ | ● | | | | Charles G. Griffie Independent | 53 | 2023 | Former Senior Vice President Engineering and Operations, Western Midstream Partners | | | ▲ | ● | | | Christian S. Kendall Independent | 59 | 2025 | Former President and Chief Executive Officer, Denbury Inc. | | | ● | ● | | | Greg G. Maxwell Independent | 69 | 2015 | Former Executive Vice President, Finance and Chief Financial Officer of Phillips 66 | ● | ● | ● | | | | Reginal W. Spiller Independent | 73 | 2021 | President and Chief Executive Officer of Azimuth Energy Investments, LLC and formerly Deputy Assistant Secretary of Oil & Gas at U.S. Department of Energy | | ● | ● | ▲ | | | Dennis L. Degner | 53 | 2023 | Chief Executive Officer and President, Range Resources Corporation | | | | |

  4. Board Nominees and Committee Memberships

    A Audit C Compensation ES ESG & Safety GN Governance & Nominating ● Member ▲ Chair

  5. Board Nominees and Committee Memberships

    | 2026 PROXY STATEMENT | 4 |

  6. Nomination and Election of Directors Nominated by the Board

    Nomination and Election of Directors Nominated by the Board All of our directors are elected to a single year term. As a result, the current term of all our directors expires at the 2026 Annual Meeting. Based on the recommendation received from the Governance and Nominating Committee, our Board proposes that each of the nominees, all of which are currently serving as directors, be elected for a new term expiring at the 2027 annual meeting or when their successors are duly elected and qualified. Each of the nominees has agreed to serve if elected. If any one of them becomes unavailable to serve as a director, our Board may designate a substitute nominee. In that case, the persons named as proxies will vote for the substitute nominee designated by our Board. Our Board does not presently contemplate that any of the nominees will become unavailable for election. Because it is an uncontested election of directors, each nominee must receive more votes “for” the nominee than votes cast “against” the nominee in order for the nominee to be elected to the Board. Under our by-laws, in the event a candidate for the Board does not receive more “for” votes than votes “against,” the candidate’s resignation from the Board will be considered by the Governance and Nominating Committee. A properly executed proxy marked “Abstain” with respect to the election of one or more of our directors will not be voted with respect to the director or directors indicated, although it will be counted for purposes of determining whether a quorum is present. Uninstructed shares are not entitled to vote on this proposal; therefore, broker non-votes will not affect the outcome of this proposal. Proxies cannot be voted for a greater number of persons than the number of nominees named. The reasons described at the end of each biographical summary for each nominee that discusses the skills, qualifications and attributes of such candidates, led the Governance and Nominating Committee to recommend such persons for re-election to the Board. In the event of a contested election of directors, a nominee would be required to receive a plurality of the votes cast by the holders of shares of our common stock present in person or by proxy and entitled to vote at the Meeting. Under our by-laws, a "Contested Election" is an election in which the number of nominees for director is greater than the number to be elected, and an election is considered “uncontested” if an election in which the number of nominees for director is not greater than the number to be elected.

  7. Nomination and Election of Directors Nominated by the Board

    | 2026 PROXY STATEMENT | 10 |

  8. Director Qualifications

    Director Qualifications Our Corporate Governance Guidelines contain criteria that apply to nominees recommended by the Governance and Nominating Committee for positions on our Board. Under these criteria, members of our Board are expected to have: • high professional and personal ethics and values; • expertise and perspective needed to govern the business and support senior management; • commitment to enhancing stockholder value; • interest and enthusiasm in Range and a commitment to become involved in its future; • sufficient time to carry out their duties and to provide insight and practical wisdom based on their experience and knowledge; • sound business judgment, constructively participate in discussions and sufficiently broad perspective to make meaningful contributions; and • the interests of all stockholders in their decision making. Our Board prefers to have a reasonable number of directors who have experience within the oil and gas industry. Further considerations are included in the Governance and Nominating Committee’s charter.

  9. Director Independence

    Director Independence In accordance with applicable laws, regulations, our Corporate Governance Principles and the rules of the New York Stock Exchange (“NYSE”), the Board must affirmatively determine the independence of each director and director nominee. The Governance and Nominating Committee considers all relevant facts and circumstances including, without limitation, transactions during the previous year between Range and the director directly, immediate family members of the director, organizations with which the director is affiliated, and the frequency and dollar amounts associated with these transactions. The Governance and Nominating Committee then makes a recommendation to the Board with respect to the independence of each director and director nominee. Based on these considerations, the Board determined the following directors indicated by a check mark are independent:

  10. Director Independence

    | | Brenda A. Cline | | | Margaret K. Dorman | | | Charles G. Griffie | | | Christian S. Kendall | | | Greg G. Maxwell | | | Reginal W. Spiller | | | Dennis L. Degner* |

  11. Director Independence

    * As CEO of the Company, Mr. Degner is not independent.

  12. Director Refreshment

    Director Refreshment Over time, the Board refreshes its membership through a combination of adding or replacing directors to achieve the appropriate balance between maintaining longer-term directors with deep institutional knowledge and adding directors who bring a diversity of perspectives and experience. Examples include the following: • Among the seven nominees for election to the Board, four were named to the Board since 2021; and • Average non-employee Board tenure of 6 years displays the long-term commitment to thoughtfully and systematically refresh the Board. Board nomination is described in greater detail in the section “Identifying and Evaluating Board Nominees for Directors” within this Proxy Statement.

  13. Director Refreshment

    | 11 | |

  14. Nominees For Director – Terms Expire 2027

    Nominees For Director – Terms Expire 2027

  15. Nominees For Director – Terms Expire 2027

    | Independent Age: 65 Director Since: 2015 Board Committees: Audit (Chair) ESG & Safety Compensation | BRENDA A. CLINE | | | | | | | | | | Ms. Cline became a director in 2015. Since 1993, Ms. Cline has served as Chief Financial Officer, Treasurer, and Secretary of the Kimbell Art Foundation, a private operating foundation that holds significant investments in oil and gas interests and owns and operates the Kimbell Art Museum, Fort Worth, Texas. Before 1993, Ms. Cline was a Senior Manager with Ernst & Young LLP. Ms. Cline also serves on the Board of Trustees of Texas Christian University. Ms. Cline is a certified public accountant. She earned her Bachelor of Business Administration, Accounting degree, summa cum laude, from Texas Christian University. Current Public Company Directorships Tyler Technologies, Inc. Public Company Directorships Within the Past Five Years Cushing Funds; American Beacon Funds Skills and Experience | | | | | | | | | | | CEO/Senior Officer | | Financial Reporting | | Banking/ Finance | | Technology | | | | Risk Management | | | | | | |

  16. Nominees For Director – Terms Expire 2027

    | Independent Age: 62 Director Since: 2019 Board Committees: Compensation (Chair) Audit ESG & Safety | MARGARET K. DORMAN | | | | | | | | | | Margaret K. Dorman became a director in 2019. Ms. Dorman has over 35 years of experience in the energy industry, largely focused in the oilfield service and equipment sector. In 2009, she retired as the Executive Vice President, Chief Financial Officer and Treasurer of Smith International, Inc. (now part of SLB Ltd.) after spending more than a decade in that role. Previously, she held management positions at Landmark Graphics, prior to its acquisition by Halliburton Corporation, and Ernst & Young LLP. Ms. Dorman earned a Bachelor of Arts degree in Economics-Business from Hendrix College and is a certified public accountant. Current Public Company Directorships None Public Company Directorships Within the Past Five Years Equitrans Midstream Corporation Skills and Experience | | | | | | | | | | | CEO/Senior Officer | | Industry | | Financial Reporting | | Banking/ Finance | | | | Technology | | Risk Management | | Environmental, Health, Safety and Sustainability | | |

  17. Nominees For Director – Terms Expire 2027

    | 2026 PROXY STATEMENT | 12 |

  18. Nominees For Director – Terms Expire 2027

    | Independent Age: 59 Director Since: 2025 Board Committees: ESG & Safety Governance and Nominating | CHRISTIAN S. KENDALL | | | | | | | | | | Mr. Kendall became a director in 2025. Mr. Kendall has more than 30 years of experience in the oil and gas industry, most recently as the President and Chief Executive Officer of Denbury Inc., and a member of Denbury's Board of Directors from July 2017 to November 2023. Mr. Kendall guided the company through bankruptcy and emergence therefrom, until November 2023, when it was acquired by ExxonMobil Corporation. Mr. Kendall joined Denbury as Chief Operating Officer in September 2015 and was named President in October 2016. Prior to joining Denbury, Mr. Kendall was with Noble Energy, last serving as Senior Vice President, Global Operations Services. Over the course of his 14-year tenure at Noble Energy, he held a wide range of international and domestic leadership positions, primarily in the Eastern Mediterranean, Latin America and the Gulf of Mexico regions. Mr. Kendall began his career at Mobil Oil Corporation in 1989. Mr. Kendall earned his Bachelor of Science degree in Engineering, Civil Specialty, from the Colorado School of Mines and is a graduate of the Advanced Management Program at the Harvard Business School. He also serves as an advisory board member for Southern Methodist University's Maguire Energy Institute. Current Public Company Directorships NOV, Inc., California Resources Corporation Public Company Directorships Within the Past Five Years None Skills and Experience | | | | | | | | | | | CEO/Senior Officer | | Industry | | Financial Reporting | | Banking/ Finance | | | | Engineering/ Geoscience | | Technology | | Risk Management | | Environmental, Health, Safety and Sustainability |

  19. Nominees For Director – Terms Expire 2027

    | Independent Age: 53 Director Since: 2023 Board Committees: ESG & Safety (Chair) Governance and Nominating | CHARLES G. GRIFFIE | | | | | | | | | | Mr. Griffie became a director in 2023. Mr. Griffie has more than 25 years of experience in the oil and gas industry, with a focus in midstream and E&P operations. In 2022, he retired as Senior Vice President Engineering and Operations of Western Midstream Partners, LP. Mr. Griffie also worked in the Appalachia Basin and was a founding executive and Senior Vice President, Midstream and Marketing for Olympus Energy. Prior to that, Mr. Griffie had an extensive career with Anadarko Petroleum Corporation. Mr. Griffie earned a bachelor’s degree in mechanical engineering and an MBA from the University of Colorado at Denver. He has also completed the Program for Leadership Development – Executive Education at Harvard Business School. Current Public Company Directorships Koloma, Inc., Caturus Energy, LLC Public Company Directorships Within the Past Five Years None Skills and Experience | | | | | | | | | | | CEO/Senior Officer | | Industry | | Engineering/ Geoscience | | Risk Management | | | | Technology | | Environmental, Health, Safety and Sustainability | | | | |

  20. Nominees For Director – Terms Expire 2027

    | 13 | |

  21. Nominees For Director – Terms Expire 2027

    | Chairman Independent Age: 69 Director Since: 2015 Board Committees: Audit Compensation ESG & Safety | GREG G. MAXWELL | | | | | | | | | | Mr. Maxwell became a director in 2015. Mr. Maxwell served as executive vice president, finance, and chief financial officer for PSX (Phillips 66), a diversified energy company engaged in processing, transporting, storing, and marketing fuels and petrochemicals globally until his retirement on December 31, 2015. Mr. Maxwell has over 37 years of experience in various financial roles within the petrochemical and oil and gas industries. Mr. Maxwell served as senior vice president, chief financial officer and controller for Chevron Phillips Chemical Company from 2003 until joining Phillips 66 in 2012. He joined Phillips Petroleum Company in 1978 and held various positions within the comptroller’s group, including the corporate planning and development group, the corporate treasury department and downstream business units. He is a certified public accountant and a certified internal auditor. He earned a Bachelor of Accountancy degree from New Mexico State University in 1978. Current Public Company Directorships None Public Company Directorships Within the Past Five Years Jeld – Wen Holding, Inc. Skills and Experience | | | | | | | | | | | CEO/Senior Officer | | Industry | | Financial Reporting | | Banking/ Finance | | | | Technology | | Risk Management | | | | |

  22. Nominees For Director – Terms Expire 2027

    | Independent Age: 73 Director Since: 2021 Board Committees: Governance and Nominating (Chair) Compensation ESG & Safety | REGINAL W. SPILLER | | | | | | | | | | Mr. Spiller became a director in 2021. Mr. Spiller began his energy career as a geologist with Exxon USA and is now President and Chief Executive Officer of Azimuth Energy Investments, LLC, providing energy advisory services to upstream companies. Mr. Spiller also had a distinguished public service career, having served as the Deputy Assistant Secretary of Oil and Gas at the U.S. Department of Energy, focusing on the development of advanced technologies for the natural gas and oil industry. He is still active with the DOE’s fossil energy technology and carbon capture projects and has served on several National Research Council/National Academy of Science boards. He is a member of the American Association of Petroleum Geologists, Society of Petroleum Engineers, Geologic Society of America, and the National Association of Black Geoscientists. He earned a Bachelor’s degree in Geology from the State University of New York and a M.S. in Geology from Pennsylvania State University. Current Public Company Directorships None Public Company Directorships Within the Past Five Years None Skills and Experience | | | | | | | | | | | CEO/Senior Officer | | Industry | | Engineering/ Geoscience | | Technology | | | | Risk Management | | Environmental, Health, Safety and Sustainability | | | | |

  23. Nominees For Director – Terms Expire 2027

    | 2026 PROXY STATEMENT | 14 |

  24. Nominees For Director – Terms Expire 2027

    | Age: 53 Director Since: 2023 Board Committees: None | DENNIS L. DEGNER | | | | | | | | | | Mr. Degner became a director in 2023 when he was appointed the Company’s Chief Executive Officer and President. Mr. Degner joined Range in 2010 as vice president of the Appalachia business unit and served in this role until 2018. Mr. Degner was named senior vice president of operations in 2018 and Chief Operating Officer in May 2019. Mr. Degner has more than 25 years of oil and gas experience, having worked in a variety of technical and managerial positions across the United States, including Texas, Louisiana, Wyoming, Colorado and Pennsylvania. Prior to joining Range, Mr. Degner held positions with EnCana, Sierra Engineering and Halliburton. Mr. Degner is a member of the Society of Petroleum Engineers. Mr. Degner holds a Bachelor of Science degree in Agricultural Engineering from Texas A&M University. He is also a member of the National Petroleum Council. Current Public Company Directorships None Public Company Directorships Within the Past Five Years None Skills and Experience | | | | | | | | | | | CEO/Senior Officer | | Industry | | Engineering/ Geoscience | | Technology | | | | Risk Management | | Environmental, Health, Safety and Sustainability | | | | |

  25. Consideration of Stockholder Nominees for Director

    Consideration of Stockholder Nominees for Director The policy of our Governance and Nominating Committee is to consider stockholder nominations for director candidates as described below under “Identifying and Evaluating Board Nominees for Directors.” In evaluating such nominations and in evaluating the composition of the Board, our Governance and Nominating Committee seeks to achieve a balance of knowledge, experience and capability on our Board and to address the membership criteria set forth above under “Director Qualifications.” Any stockholder nominations proposed for consideration by our Governance and Nominating Committee should include the nominee’s name and qualifications for Board membership, meet the requirements set forth in our by-laws and should be addressed to: Corporate Secretary, Range Resources Corporation, 100 Throckmorton Street, Suite 1200, Fort Worth, Texas 76102.

  26. Identifying and Evaluating Board Nominees for Directors

    Identifying and Evaluating Board Nominees for Directors Our Governance and Nominating Committee uses a variety of avenues to identify and evaluate director nominees. The Governance and Nominating Committee regularly assesses the appropriate size of our Board and whether any vacancies are expected due to retirement or otherwise. If vacancies are anticipated, or otherwise arise, our Governance and Nominating Committee considers various potential candidates for the Board. Candidates may come to the attention of the Governance and Nominating Committee through current Board members, stockholders or other persons. Candidates may be evaluated at regular or special meetings of the Governance and Nominating Committee and may be considered at any point during the year. The Board ensures refreshment and continued effectiveness through evaluation, nomination and other policies, processes and practices. For example: • The Governance and Nominating Committee annually reviews with the Board the qualifications for Board members and the composition of the Board as a whole; The Governance and Nominating Committee annually reviews each director’s continuation on the Board and makes recommendations to the full Board; and

  27. Identifying and Evaluating Board Nominees for Directors

    | 15 | |

  28. Identifying and Evaluating Board Nominees for Directors

    The Governance and Nominating Committee oversees an annual self-assessment of the full Board, with each Board member participating in the process. The Governance and Nominating Committee also considers any stockholder nominations for candidates for our Board. Following verification of the stockholder status of persons proposing candidates, recommendations are provided to and considered by our Governance and Nominating Committee at a regularly scheduled meeting, which is generally the first or second meeting before the issuance of the proxy statement for our annual meeting. If any materials are provided by a stockholder in connection with the nomination of a director candidate, such materials are forwarded to our Governance and Nominating Committee. Our Governance and Nominating Committee also reviews materials provided by other parties in connection with a nominee who is not proposed by a stockholder. In evaluating such nominations, our Governance and Nominating Committee seeks to achieve a balance of knowledge, experience and capability on our Board and evaluates the experience, skills, abilities and qualifications of each candidate and considers the diversity of the current members of the Board.

  29. Director Compensation

    Director Compensation Director compensation is set by the Compensation Committee after working with our independent compensation consultant and a review of a peer group of companies. The Compensation Committee generally approves compensation for directors just prior to the Board’s meeting following the election of directors at the Annual Meeting. Compensation arrangements for directors are effective with each election to the Board at the Annual Meeting. The Compensation Committee has also approved the granting of annual stock awards to the directors for a portion of their overall director compensation. Directors who are company employees do not receive any separate compensation for service on the Board or committees of the Board.

  30. 2025 DIRECTOR COMPENSATION

    2025 DIRECTOR COMPENSATION

  31. 2025 DIRECTOR COMPENSATION

    | Name | Fees Earned or Paid in Cash(1) | Stock Awards(2) | Total | | (a) | (b) | (c) | (h) | | Brenda A. Cline | $111,319 | $212,528 | $323,847 | | Margaret K. Dorman | $104,478 | $212,528 | $317,006 | | James M. Funk | $34,973 | $— | $34,973 | | Charles G. Griffie | $95,797 | $212,528 | $308,325 | | Christian S. Kendall | $73,652 | $212,528 | $286,180 | | Greg G. Maxwell | $161,319 | $290,296 | $451,615 | | Reginal W. Spiller | $101,319 | $212,528 | $313,847 |

  32. 2025 DIRECTOR COMPENSATION

    Columns (d), (e), (f) and (g) covering stock appreciation rights (“SARs”), Non-Equity Incentive Plan Compensation, Changes in Pension Values and all other Compensation, respectively, have been deleted from the SEC-prescribed table format because the directors do not receive any such compensation. (1) Reflects annual cash retainer and committee chair retainer paid or earned by our non-employee directors. James Funk retired from our Board effective May 14, 2025. Charles Griffie replaced Mr. Funk as ESG & Safety Committee chair effective upon Mr. Funk's retirement. Mr. Griffie's fees earned in 2025 reflect the fees paid to the ESG & Safety Committee chair prorated over the term served in this capacity by Mr. Griffie in 2025. (2) Reflects the aggregate grant date fair value, calculated in accordance with U.S GAAP, for restricted stock awarded to our non-employee directors which become fully vested one year from the date of grant, subject to any required proration, or upon the director's departure from our Board. Each non-employee director received an award of 5,258 shares of restricted stock on May 14, 2025. Mr. Maxwell, as Chairman, received 7,182 shares of restricted stock on May 14, 2025. Number of shares issued was determined by dividing the target stock award dollar amount by the volume weighted average price (VWAP) of Company common stock for the 5 trading days ending the day of the grant (i.e. May 8, 2025 to May 14, 2025) of $38.99. Target stock award dollar amount for non-chairman directors is $205,000. Target stock award dollar amount for the Chairman of the Board is $280,000. Mr. Funk did not receive stock awards in 2025 due to his retirement. The Governance and Nominating Committee and Compensation Committee continue to monitor the activities and time responsibilities of each director to determine if a change in circumstances would warrant a change in the director fee structure. The directors are reimbursed for their travel and out-of-pocket expenses in connection with their duties as a director. In addition, the directors are allowed to participate in our Deferred Compensation Plan, but their deferrals do not qualify for our Company match. We do not provide to directors any of the following: any legacy awards or charitable awards programs for directors upon retirement, tax reimbursement arrangements, payments in connection with a Change in Control, securities or products purchased at a discount or life insurance arrangements. However, any unvested restricted stock will become vested in connection with a Change in Control.

  33. How we determine executive compensation

    How we determine executive compensation Our executive compensation program is carefully designed to align with the Company’s strategic priorities and drive outcomes that are essential to our long-term success. Our disclosures regarding executive compensation have been prepared with the goal of providing complete transparency for the benefit of our executives and stockholders. Our program is divided into base salary, Annual Cash Incentive Awards (Bonus), and Long-term Equity-Based Incentive Pay (LTI) composed of Restricted Stock Units (RSUs) and Performance Share Units (PSUs).

  34. How we determine executive compensation

    | | Compensation Component | Delivery Method | Purpose | | Fixed | Base Salary | Cash | Ensure competitive base pay reflective of job duties | | Performance Based and Variable | Bonus | Cash | Align executive cash compensation with financial results, annual capital efficiency goals and annual operational goals | | | LTI | RSUs and PSUs | Retain executives and link management's compensation to stockholder value creation and relative and absolute performance |

  35. Competitive Positioning/Role of Peer Companies

    Competitive Positioning/Role of Peer Companies The Compensation Committee considers the following factors to create the pay mix and amounts it believes reflect appropriate internal and external pay parity: • Benchmark compensation data using the 25th, 50th and 75th percentiles of the Compensation Peer Group while targeting NEO total compensation at or around the 50th percentile with appropriate adjustments for tenure, the role and responsibilities of the position and other relevant factors; • NEO total compensation and related components benchmarked against our Compensation Peer Group; • Individual performance; • Company performance; and • Relative and absolute one-year and three-year stock price performance. To create an appropriate Compensation Peer Group, the Compensation Committee, with compensation consultant input, focuses on companies that: • have meaningful natural gas, NGLs and oil operations in the United States with similar operating and management structures and; have enterprise values, market capitalizations and total assets that place our Company near the median.

  36. Competitive Positioning/Role of Peer Companies

    | 2026 PROXY STATEMENT | 30 |

  37. Competitive Positioning/Role of Peer Companies

    The Compensation Committee makes additions or deletions to the Compensation Peer Group typically in the last quarter of each calendar year, including, where appropriate, adjusting companies that were acquired or merged during the year. The chart below sets forth the Compensation Peer Group in 2025:

  38. Competitive Positioning/Role of Peer Companies

    | 2025 Compensation Peer Group | | Antero Resources Corporation | | Civitas Resources, Inc. | | Chord Energy Corporation | | CNX Resources | | Comstock Resources, Inc. | | Coterra Energy, Inc. | | EQT Corporation | | Expand Energy Corporation | | Magnolia Oil & Gas Corporation | | Matador Resources | | Murphy Oil | | Ovintiv Inc. | | SM Energy Company |

  39. Competitive Positioning/Role of Peer Companies

    The Compensation Committee also designates a Performance Peer Group for evaluating relative TSR performance. For 2025, the Compensation Committee started with the Compensation Peer Group detailed above, added the SPDR S&P Midcap 400 ETF and SPDR S&P Oil & Gas Exploration & Production ETF. Furthermore, the Compensation Committee assigned a weighting of “two times” to each of the six 2025 Compensation Peer Group companies that had the highest percentage of natural gas reserves, which focuses on companies most similar to us. These six companies were: Antero Resources Corporation, CNX Resources Corporation, Comstock Resources, Inc., Coterra Energy Inc., EQT Corporation, and Expand Energy Corporation.

  40. Impact of Prior Equity Awards on Current Awards – No Repricing or Cash Buyouts

    Impact of Prior Equity Awards on Current Awards – No Repricing or Cash Buyouts Each year the Compensation Committee grants long-term equity incentive awards which generally vest at the end of three years which as noted above, creates alignment between our executives and shareholders and serves to retain our talent. Because the equity grants are determined annually based on the Company’s actual performance over the performance period, the Compensation Committee does not believe it is appropriate to consider past awards and adjust compensation. Likewise, the Compensation Committee does not compensate employees with additional amounts if the value of prior grants of long-term equity awards is lower than valued at the time of the grant, thus the Compensation Committee does not re-price equity awards or pay cash buy outs for equity awards that are not “in the money.” In this way, the Compensation Committee believes that the actual performance of the Company directly affects the compensation employees receive from equity awards. The Compensation Committee also applies this philosophy to the use of Performance Share Units, which are designed so that the payout varies between 0% to 200% of the number of shares initially awarded.

  41. Grant Timing

    Grant Timing The Compensation Committee grants equity as dictated by its normal processes and has not, and does not, spring load or otherwise time equity grants in coordination with the release of material non-public information. No employee has attempted to time LTI award grants by making grant recommendations to the Compensation Committee. The CEO has limited authorization to grant restricted stock awards to new or promoted personnel or to retain key employees who are not Officers. Range does not currently grant stock options, stock appreciation rights, or similar option-like instruments.

  42. Role of Independent Compensation Committee

    Role of Independent Compensation Committee The Compensation Committee is responsible for establishing and overseeing our executive compensation program and policies to align them with our compensation philosophy. In making such decisions, the Compensation Committee considers a variety of factors, including views expressed by stockholders and stockholder advisory groups, information provided by our independent compensation consultant, our CEO’s input, Peer Group data, each executive’s experience in the role, Company and individual performance, internal and external pay parity and any other information the Compensation Committee deems relevant. The Compensation Committee is responsible for all compensation decisions involving our CEO and other officers. In January 2025, Meridian Compensation Partners, LLC ("Meridian") provided an analysis of each NEOs compensation elements to the Compensation Committee and the CEO. The Compensation Committee also considered the CEO's recommended adjustments to the base salary, bonus targets and LTI awards for all NEOs (except himself) as well as all officers of the Company. The Compensation Committee considered these recommendations, in addition to the other factors described herein, in setting NEO and other officer compensation. The CEO is not present during deliberations by the Compensation Committee regarding his own compensation. Regarding specific pay elements: 1. Salary: The Compensation Committee reviews salaries annually, at the time of a promotion or changes in responsibilities, and/or when market conditions warrant. 2. Bonus: The Compensation Committee develops the performance criteria for the bonus, reviews the performance criteria with the independent compensation consultants and then discusses the performance criteria with our CEO. Target bonuses are determined as a percentage of each NEO's salary. This target percentage is established through an analysis of compensation for comparable positions in the Peer Group and is intended to provide competitive compensation if the Company achieves its performance criteria. The Compensation Committee then sets the criteria as well as the weighting and performance achievement levels necessary to calculate bonus based upon payout percentages established for our NEOs. For 2025, the performance criteria were based upon our annual business plan (the “Annual Business Plan”). Our Annual Business Plan is a forecast of expected business results for the applicable fiscal year based upon certain assumptions made by our management. 3. LTI: The Compensation Committee is responsible for overseeing and approving the Company’s LTI program for NEOs. This includes including establishing, with consideration of the input of the independent compensation consultants, LTI award amounts, payout conditions, and performance metrics. The Compensation Committee evaluates and confirms the final results for each performance-based equity incentive award to determine the amount earned under each grant. The Compensation Committee believes that the LTI performance criteria, taken together, are strong objective indicators of the Company’s performance and align NEO LTI compensation with the Company’s long‑term strategy, Peer Group LTI benchmarks, stockholder interests, and pay‑for‑performance principles.

  43. Role of Independent Compensation Consultants

    Role of Independent Compensation Consultants In 2025, the Compensation Committee directly engaged Meridian as its independent compensation consultant to advise the Compensation Committee on executive compensation matters. In 2025, the Company paid Meridian a total of $243,000 for consulting services related to executive and director compensation.

  44. Role of Independent Compensation Consultants

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  45. Role of Independent Compensation Consultants

    Meridian reports directly to the Compensation Committee, participates in Compensation Committee meetings, reviews Compensation Committee materials, and provides advice to the Compensation Committee upon request. Additionally, Meridian updates the Compensation Committee on trends and issues in executive pay, comments on the competitiveness and reasonableness of our compensation programs and assists in the development and review of the annual bonus and long-term incentive programs.

  46. Bonus

    Bonus NEO bonuses were calculated with a formulaic application of five internal performance criteria and a discretionary criterion for 2025. The Compensation Committee sets the performance criteria as well as the weighting and performance achievement levels necessary to calculate bonuses based upon payout percentages established for our NEOs. These are shown in the table below and described in the text following the table, together with the target levels of achievement and payouts for each criterion. Note that the first four criteria are non-GAAP measures for which reconciliations to comparable U.S. GAAP measures are included in Annex A.

  47. Bonus

    | | | | 2025 Performance Levels | | | | | | Criterion | 2025 Weighting | Unit of Measurement | Threshold (.5x) | Target (1.0x) | Excellent (2.0x) | Actual for 2025 | Payout % Achieved(1) | | Financial | | | | | | | | | Cash Unit Costs | 15% | $ per mcfe | $2.19 | $1.99 | $1.79 | $1.98 | 103% | | Free Cash Flow | 20% | $ in millions | $500 | $700 | $900 | $632 | 83% | | Return on Average Capital Employed | 15% | Percentage Return | 12% | 20% | 28% | 19.0% | 94% | | Operational | | | | | | | | | Drilling & Completion Cost Per Unit of Production | 15% | $ per mcfe | $0.84 | $0.74 | $0.64 | $0.75 | 97% | | Drilling Rate of Return | 10% | Percentage Return | 30% | 45% | 60% | 48% | 120% | | Discretionary | 25% | Strategic, HSE and Other | — | — | — | — | 109% | | Total | 100% | | | | | | 100% |

  48. Bonus

    Payout is determined using linear interpolation between the various performance levels

  49. Bonus

    | 35 | |

  50. Bonus

    Cash Unit Costs (CUC) CUC measures our success in areas within our control. In 2025, our NEOs exceeded our CUC performance target by decreasing expenses, reducing debt, enhancing operational efficiencies, and improving cash flow management throughout our transport, gathering and processing operations. Free Cash Flow (FCF) FCF reflects our ability to generate cash through commodity price cycles, make prudent capital investments, manage our balance sheet and support returns of capital. FCF helps drive responsible investment decision-making and preserves performance accountability through price cycles. Despite lower commodity prices than planned, the 2025 performance target was nearly achieved as a result of our diverse marketing portfolio, efficient reinvestment rate and thoughtful right-sized hedging program. Return on Average Capital Employed (ROACE) ROACE helps measure operating profit relative to total capital invested. In setting the performance levels (i.e. threshold, target and excellent), the Compensation Committee considered various returns-based metrics used by our peers, input from management along with analysis and guidance from our compensation consultant and stockholder feedback. The ROACE performance target was nearly achieved in 2025. While commodity pricing fluctuations were challenging, management dealt with these challenges by achieving production volumes and operational efficiency gains along with securing margin enhancing marketing and hedging opportunities in order to maintain capital spend within budget, return capital to shareholders and improve our debt levels. Drilling and Completion Cost per Unit of Production (DCCUP) DCCUP focuses on capital efficiency enabled by team performance, improved lateral lengths and effective planning and logistics, among other factors. DCCUP measures actual drilling and completion capital expenditures divided by production on an mcfe basis. In setting DCCUP performance levels (i.e., threshold, target and excellent), the Compensation Committee considered historic internal cost efficiencies and peer data. The performance target was nearly achieved in 2025 due to operational efficiencies and capital spending within original budget levels. Drilling Rate of Return (DRR) DRR focuses on selecting projects with competitive rates of return, encouraging efficient capital investment while supporting a focus on well productivity for wells turned to sales. DRR is measured based on actual capital expenditures and the year-end proved reserves estimates of drilling results. Commodity prices effective on the first day of the year are used in the calculation. The target is set based on our expectation of capital allocation and capital efficiency for the year and our prior year drilling results. We exceeded the DRR performance target for 2025 primarily due to the achievement of production and capital spending goals. Discretionary The Compensation Committee uses a discretionary measure to compensate for key performance achievements not reflected in the financial and operational metrics including strategic initiatives, safety performance, emissions and water management and effective execution. The Compensation Committee's evaluation includes, where appropriate, quantitative measures such as safety data, emissions reductions, number of spills, vehicle incidents, emissions leak detection inspections and environmental compliance, generally. To preserve its ability to apply discretion, the Compensation Committee does not pre-set performance targets relating to these factors. The Compensation Committee certified a discretionary payout slightly above Target in 2025 due to management's ability to execute cost-effective growth targeted in the 2025 development plan, continued success in emissions management, and the sustained focus on the Company’s safety culture with zero serious injuries in 2025. Bonuses are subject to the negative discretion of the Compensation Committee and could include other criteria the Compensation Committee deems appropriate. Negative discretion was not applied in 2025.

  51. Bonus

    | 2026 PROXY STATEMENT | 36 |

  52. Bonuses We Paid for 2025 Performance

    Bonuses We Paid for 2025 Performance The following table sets forth NEO bonus amounts for 2025 performance (paid in first quarter 2026) with a comparison to 2024 bonus amounts (paid in February 2025)

  53. Bonuses We Paid for 2025 Performance

    | | | Annual Cash Incentive Earned | | | | Target | 2025 | 2024 | | Dennis L. Degner | 120% | $1,128,000 | $1,365,000 | | Mark S. Scucchi | 100% | $650,000 | $819,000 | | Erin W. McDowell | 75% | $348,750 | $424,125 | | Alan W. Farquharson | 75% | $337,500 | $424,125 | | Laith K. Sando(1) | 75% | $270,000 | $— |

  54. Bonuses We Paid for 2025 Performance

    (1) Mr. Sando was not a named executive officer before 2025.

  55. Long-Term Equity Incentive (LTI) Program

    Long-Term Equity Incentive (LTI) Program Our LTI program balances our time-based retention focus with our accountability-based performance by issuing both performance-based (TSR-PSUs) and time-based restricted stock units (RSUs). Annual awards are denominated in dollar amounts, with the number of shares for each award determined by dividing the dollar amount by the volume weighted average price (VWAP) of Company common stock for the 5 trading days ending the day before the Compensation Committee meeting. Dennis L. Degner and Mark S. Scucchi each have 60% of their LTI award opportunity in TSR-PSUs, and 40% is RSUs. Erin W. McDowell, Alan W. Farquharson and Laith K. Sando have 50% of their LTI opportunity in TSR-PSUs and 50% in RSUs. The following table sets forth the value of LTIs granted to our NEOs for the last two years. The Committee established the LTI values for each officer based on a review of market benchmarks and, for NEOs other than the CEO, recommendations from our CEO. More significant increases in values year over year reflect individuals that are newer to their role, performance and competitive market data.

  56. Long-Term Equity Incentive (LTI) Program

    | | Long-Term Equity Incentive | | | | 2025 | 2024 | | Dennis L. Degner | $5,500,000 | $4,750,000 | | Mark S. Scucchi | $2,700,000 | $2,600,000 | | Erin W. McDowell | $1,550,000 | $1,300,000 | | Alan W. Farquharson | $900,000 | $900,000 | | Laith K. Sando(1) | $645,000 | $— |

  57. Long-Term Equity Incentive (LTI) Program

    (1) Mr. Sando was not a named executive officer before 2025. The following table sets forth the number of TSR-PSUs and RSUs granted to our NEOs in 2025. The number of units granted is a function of the LTI target, the pre-determined allocation between TSR-PSUs and RSUs as determined by the Compensation Committee and Range's volume weighted average stock price for the period January 30, 2025 to February 5, 2025.

  58. Long-Term Equity Incentive (LTI) Program

    | | Long-Term Equity Incentive Allocation | | | | | | | 2025 Target | TSR-PSU % | RSU % | TSR-PSU Units Granted(1) | RSU Units Granted(1) | | Dennis L. Degner | $5,500,000 | 60% | 40% | 87,333 | 58,222 | | Mark S. Scucchi | $2,700,000 | 60% | 40% | 42,872 | 28,581 | | Erin W. McDowell | $1,550,000 | 50% | 50% | 20,510 | 20,510 | | Alan W. Farquharson | $900,000 | 50% | 50% | 11,909 | 11,909 | | Laith K. Sando | $645,000 | 50% | 50% | 8,534 | 8,534 |

  59. Long-Term Equity Incentive (LTI) Program

    All awards used our volume weighted average stock price for the period January 30, 2025 to February 5, 2025 of $37.79 to determine the number of units granted.

  60. Long-Term Equity Incentive (LTI) Program

    | 37 | |

  61. Allocation of Long-Term Equity Incentive Awards in 2025

    Allocation of Long-Term Equity Incentive Awards in 2025 Performance-Based Total Shareholder Return Stock Units (TSR-PSUs). The Compensation Committee believes that a performance unit program based on total shareholder return (TSR) relative to peer companies aligns pay and Company performance. The industry peers selected for each performance cycle generally match the industry peers comprising the prevailing Compensation Peer Group used for compensation benchmarking plus the SPDR S&P Midcap 400 ETF and the SPDR S&P Oil & Gas Exploration & Production ETF. For units granted through 2023, the TSR was determined using the average stock price of each company at the beginning of the performance period based on the average closing price in a 10 day period prior to and ending at the close of business on the date of grant and at the end of the performance period using the 10 day period prior to and ending on the 3 year anniversary date of the grant date. For units in 2024 and 2025, the TSR is determined using the average stock price of each company at the beginning of the performance period based on the average closing price in a 20 day period prior to and ending at the close of business on the date of grant and at the end of the performance period using the 20 day period prior to and ending on the 3 year anniversary date of the grant date. For units granted in 2024 and 2025, reinvestment of dividends is assumed. If the TSR at the end of the performance period is negative, the payout percentage is capped at target regardless of ranking. The TSR-PSU awards are denominated in performance stock units (PSUs), each of which is equivalent to one share of common stock. Refer to page 31 for the 2025 Compensation Peer Group. 2025 TSR-PSUs. In February 2025, the Compensation Committee awarded NEOs performance units that will vest based on relative TSR for the three-year performance period ending February 2028. The value of each underlying unit tracks with the price of a share of our common stock. The percentage of units earned ranges from 0% to 200% of the units granted with no payout for being below the 15th ranked company in the Performance Peer Group. Dividend equivalents, if any, accrue and are paid based on performance at the end of the performance period. Earned awards are paid in stock shortly after the completion of the performance period. A table illustrating the potential payouts based on relative and absolute TSR performance for the TSR-PSUs granted in 2025 is set forth below:

  62. Allocation of Long-Term Equity Incentive Awards in 2025

    | TSR Ranking | % of Target PSUs Earned(1) | | 1st ranked company | 200% | | Top 2-10 ranked company | between 110% and 190% | | 11th and 12th ranked company | 100% | | 13th - 15th ranked company | between 50% and 83% | | 16th - 22nd ranked company | 0% |

  63. Allocation of Long-Term Equity Incentive Awards in 2025

    (1) If absolute TSR is negative over the performance period, the payout is capped at 100%, irrespective of ranking within the peer group. Refer to page 31 for the 2025 Performance Peer Group. 2024 TSR-PSUs. The performance units granted in February 2024 have a performance end date of February 2027 with a target payout at the median performance compared to 17 peer companies (including the SPDR S&P Midcap 400 ETF and SPDR Oil & Gas Exploration & Production ETF). 2023 TSR-PSUs. The performance units granted in March 2023 had a performance end date of March 2026 with a target payout at the median performance compared to 11 peer companies (including the S&P 500 index).

  64. Allocation of Long-Term Equity Incentive Awards in 2025

    | 2026 PROXY STATEMENT | 38 |

  65. Allocation of Long-Term Equity Incentive Awards in 2025

    2022 TSR-PSUs. The performance units granted in February 2022 had a performance end date of February 2025 with a target payout at the median performance compared to 11 peer companies (including the S&P 500 index). Our TSR resulted in a ranking of third as shown below, providing for a payout of 160% of target.

  66. 3-YEAR TSR AS OF FEBRUARY 2025 TABLE

    3-YEAR TSR AS OF FEBRUARY 2025 TABLE Performance-Based Internal Metrics Stock Units (“PSUs-Internal Metrics”). There were no performance-based internal metric grants issued in 2024 or 2025. In 2023, the Compensation Committee set performance based on two internal measures - Net Debt and Emissions Performance. The performance period began January 1, 2023, and ended December 31, 2025. Net debt is calculated as the aggregate principal debt amount owed as of the vesting date less the aggregate cash and cash equivalents held as of December 31, 2025. Emissions Performance considers our publicly announced intention to reach net zero scope 1 and scope 2 greenhouse gas emissions on a CO2e/mmcfe basis by the end of 2025, which we have accomplished. 2023 PSUs-Internal Metrics. The performance units granted in March 2023 had a performance end date of December 31, 2025. 2022 PSUs-Internal Metrics. The performance units granted in February 2022 had a performance end date of December 31, 2024. For these awards, the final payout was a combined 169%. The Compensation Committee selected Net Debt and Emissions Performance as the performance metrics for the 2022 PSUs-Internal Metrics. Each performance metric was weighted 50%. Net Debt target payouts for 2022 PSUs-Internal Metrics were $1.5 billion and a result of $1.4 billion was achieved resulting in a 138% payout. Emissions Performance target payout was 0.10 metric tons CO2e/Mmcfe and a result of 0.00 metric tons CO2e/Mmcfe was achieved resulting in a 200% payout. Time-Based Restricted Stock. The Compensation Committee awards restricted stock for diversification of the long-term incentive award mix, for consistent alignment between executives and stockholders and for retention purposes. Restricted stock unit awards are made according to the annual grant schedule and generally cliff vest at the end of three years.

  67. 2026 Compensation Program

    2026 Compensation Program Similar to 2025, the Compensation Committee worked with Meridian to develop and implement the Range 2026 compensation program. Meridian provided analysis for each NEOs compensation elements to the Compensation Committee and the CEO. The group then reviewed compensation benchmarks for the Compensation Peer group, with a focus on the 50th percentile, with certain adjustments made to account for differences such as tenure, performance and responsibilities of the benchmarked position. The CEO also recommended adjustments to the base salary, bonus targets and LTI awards for all NEOs (except himself) and Officers to the Compensation Committee. The Compensation Committee discussed those recommendations with Meridian along with CEO compensation for 2026. Following this review, the Compensation Committee approved the following base salaries, bonus targets, and LTI equity awards for 2026:

  68. 2026 Compensation Program

    | | 2026 Target Compensation | | | | | | Base Salary | Bonus Target % | RSU | PSU | | Dennis L. Degner | $985,000 | 125% | $2,340,000 | $3,510,000 | | Mark S. Scucchi | $675,000 | 100% | $1,160,000 | $1,740,000 | | Erin W. McDowell | $500,000 | 75% | $900,000 | $900,000 | | Alan W. Farquharson(1) | $450,000 | N/A | $— | $— | | Laith K. Sando | $375,000 | 75% | $335,000 | $335,000 |

  69. Bonus Program

    Bonus Program

  70. Mr. Degner's bonus target was increased to 125% and other NEO's target bonus percentages remained consistent with the prior year, aligning with the results of peer benchmarking data. The Compensation Committee also adjusted the 2026 bonus metrics and weighting to further align pay with performance and enhance transparency within the metrics. To that end, the Compensation Committee removed DRR as a metric and reduced the discretionary component for 2026. Accordingly, the Compensation Committee elected to set an equal weighting of 20 percent for all metrics (CUC, FCF, ROACE. DCCUP and Discretionary) for the 2026 Bonus Program.

    Mr. Degner's bonus target was increased to 125% and other NEO's target bonus percentages remained consistent with the prior year, aligning with the results of peer benchmarking data. The Compensation Committee also adjusted the 2026 bonus metrics and weighting to further align pay with performance and enhance transparency within the metrics. To that end, the Compensation Committee removed DRR as a metric and reduced the discretionary component for 2026. Accordingly, the Compensation Committee elected to set an equal weighting of 20 percent for all metrics (CUC, FCF, ROACE. DCCUP and Discretionary) for the 2026 Bonus Program.

  71. LTI Program

    LTI Program

  72. The Compensation Committee made several changes to the Long-term Incentive Program for 2026 including replacing the measurement criteria of the performance-based awards. Payouts under the performance awards issued in 2026 will be calculated by adding i) 67 percent of the payout achieved based on the relative TSR results to ii) 33 percent of the payout achieved based on the absolute TSR performance calculated using compound annual growth rate (CAGR) of Range stock over the performance period. The performance period will be the three-year period beginning on January 1, 2026 and ending on December 31, 2028 with TSR calculated using the volume weighted average price for the 20-day trading period prior to the beginning and prior to the end of the performance period. The units in connection with the 2026 LTI award were determined using the 5-day volume weighted average price prior to February 9, 2026 resulting $36.22 per unit. The Compensation Committee approved the following Relative TSR and Absolute TSR payout structures for 2026 LTI awards:

    The Compensation Committee made several changes to the Long-term Incentive Program for 2026 including replacing the measurement criteria of the performance-based awards. Payouts under the performance awards issued in 2026 will be calculated by adding i) 67 percent of the payout achieved based on the relative TSR results to ii) 33 percent of the payout achieved based on the absolute TSR performance calculated using compound annual growth rate (CAGR) of Range stock over the performance period. The performance period will be the three-year period beginning on January 1, 2026 and ending on December 31, 2028 with TSR calculated using the volume weighted average price for the 20-day trading period prior to the beginning and prior to the end of the performance period. The units in connection with the 2026 LTI award were determined using the 5-day volume weighted average price prior to February 9, 2026 resulting $36.22 per unit. The Compensation Committee approved the following Relative TSR and Absolute TSR payout structures for 2026 LTI awards:

  73. The Compensation Committee made several changes to the Long-term Incentive Program for 2026 including replacing the measurement criteria of the performance-based awards. Payouts under the performance awards issued in 2026 will be calculated by adding i) 67 percent of the payout achieved based on the relative TSR results to ii) 33 percent of the payout achieved based on the absolute TSR performance calculated using compound annual growth rate (CAGR) of Range stock over the performance period. The performance period will be the three-year period beginning on January 1, 2026 and ending on December 31, 2028 with TSR calculated using the volume weighted average price for the 20-day trading period prior to the beginning and prior to the end of the performance period. The units in connection with the 2026 LTI award were determined using the 5-day volume weighted average price prior to February 9, 2026 resulting $36.22 per unit. The Compensation Committee approved the following Relative TSR and Absolute TSR payout structures for 2026 LTI awards:

    | 2026 PROXY STATEMENT | 40 |

  74. The Compensation Committee made several changes to the Long-term Incentive Program for 2026 including replacing the measurement criteria of the performance-based awards. Payouts under the performance awards issued in 2026 will be calculated by adding i) 67 percent of the payout achieved based on the relative TSR results to ii) 33 percent of the payout achieved based on the absolute TSR performance calculated using compound annual growth rate (CAGR) of Range stock over the performance period. The performance period will be the three-year period beginning on January 1, 2026 and ending on December 31, 2028 with TSR calculated using the volume weighted average price for the 20-day trading period prior to the beginning and prior to the end of the performance period. The units in connection with the 2026 LTI award were determined using the 5-day volume weighted average price prior to February 9, 2026 resulting $36.22 per unit. The Compensation Committee approved the following Relative TSR and Absolute TSR payout structures for 2026 LTI awards:

    | 2026 Relative TSR Awards | % of Target PSUs Earned(1) | | 90th percentile or greater | 200% | | 75th percentile | 150% | | 50th percentile | 100% | | 25th percentile | 50% | | Less than 25th percentile | 0% |

  75. The Compensation Committee made several changes to the Long-term Incentive Program for 2026 including replacing the measurement criteria of the performance-based awards. Payouts under the performance awards issued in 2026 will be calculated by adding i) 67 percent of the payout achieved based on the relative TSR results to ii) 33 percent of the payout achieved based on the absolute TSR performance calculated using compound annual growth rate (CAGR) of Range stock over the performance period. The performance period will be the three-year period beginning on January 1, 2026 and ending on December 31, 2028 with TSR calculated using the volume weighted average price for the 20-day trading period prior to the beginning and prior to the end of the performance period. The units in connection with the 2026 LTI award were determined using the 5-day volume weighted average price prior to February 9, 2026 resulting $36.22 per unit. The Compensation Committee approved the following Relative TSR and Absolute TSR payout structures for 2026 LTI awards:

    | 2026 Absolute TSR Awards(2) | % of Target PSUs Earned(1) | | ≥15.0% | 200% | | 10.0% | 150% | | 7.5% | 100% | | 3.75% | 50% | | <0% | 0% |

  76. The Compensation Committee made several changes to the Long-term Incentive Program for 2026 including replacing the measurement criteria of the performance-based awards. Payouts under the performance awards issued in 2026 will be calculated by adding i) 67 percent of the payout achieved based on the relative TSR results to ii) 33 percent of the payout achieved based on the absolute TSR performance calculated using compound annual growth rate (CAGR) of Range stock over the performance period. The performance period will be the three-year period beginning on January 1, 2026 and ending on December 31, 2028 with TSR calculated using the volume weighted average price for the 20-day trading period prior to the beginning and prior to the end of the performance period. The units in connection with the 2026 LTI award were determined using the 5-day volume weighted average price prior to February 9, 2026 resulting $36.22 per unit. The Compensation Committee approved the following Relative TSR and Absolute TSR payout structures for 2026 LTI awards:

    (1) Linear interpolation is used to determine the percentage of Target earned for performance levels that are between the values shown in the above tables. (2) Absolute total shareholder return is measured on a compound annual growth rate over the performance period.

  77. The chart below describes the oil and gas exploration and production companies that have been included in the Compensation Peer Group in 2026.

    The chart below describes the oil and gas exploration and production companies that have been included in the Compensation Peer Group in 2026.

  78. The chart below describes the oil and gas exploration and production companies that have been included in the Compensation Peer Group in 2026.

    | 2026 Compensation Peer Group | | Antero Resources Corporation | | Chord Energy Corporation | | CNX Resources | | Comstock Resources, Inc. | | EQT Corporation | | Expand Energy Corporation | | Magnolia Oil & Gas Corporation | | Matador Resources | | Murphy Oil | | Ovintiv Inc. | | SM Energy Company |

  79. The Compensation Committee also designated a Performance Peer Group for evaluating relative TSR performance. For 2026, the Compensation Committee started with the Compensation Peer Group detailed above, added the SPDR S&P Midcap 400 ETF and the SPDR S&P Oil & Gas Exploration & Production ETF. Civitas Resources, Inc. was removed from the Compensation Peer Group in 2026 due to its acquisition by SM Energy Company in January 2026. Coterra Energy, Inc. was removed from the Compensation Peer Group in 2026 due to its pending acquisition by Devon Energy Corporation. Furthermore, the Compensation Committee assigned a weighting of "two times" to each of the five 2026 Compensation Peer Group companies that had the highest percentage of natural gas reserves, which focuses on companies most similar to us. The five companies that are included twice are Antero Resources Corporation, CNX Resources Corporation, Comstock Resources, Inc., EQT Corporation, and Expand Energy Corporation.

    The Compensation Committee also designated a Performance Peer Group for evaluating relative TSR performance. For 2026, the Compensation Committee started with the Compensation Peer Group detailed above, added the SPDR S&P Midcap 400 ETF and the SPDR S&P Oil & Gas Exploration & Production ETF. Civitas Resources, Inc. was removed from the Compensation Peer Group in 2026 due to its acquisition by SM Energy Company in January 2026. Coterra Energy, Inc. was removed from the Compensation Peer Group in 2026 due to its pending acquisition by Devon Energy Corporation. Furthermore, the Compensation Committee assigned a weighting of "two times" to each of the five 2026 Compensation Peer Group companies that had the highest percentage of natural gas reserves, which focuses on companies most similar to us. The five companies that are included twice are Antero Resources Corporation, CNX Resources Corporation, Comstock Resources, Inc., EQT Corporation, and Expand Energy Corporation.

  80. Change in Control Arrangements

    Change in Control Arrangements There are no employment agreements currently in effect between us and any employee. None of our employees are covered under any general severance plan. The Compensation Committee adopted the Range Resources Corporation Amended and Restated Executive Change in Control Severance Benefit Plan (the “Executive CIC Plan”) in March 2005, which has been amended from time to time including in December 2024. Most notably, the December 2024 amendment removed all remaining tax gross up benefits and implemented a “double trigger” for equity awards issued following its adoption. Generally, our Executive CIC Plan provides certain benefits to officers upon an Involuntary Termination, as defined in the Executive CIC Plan, including a lump sum payment calculated based upon bonus and base salary and the applicable benefit multiple, as well as continued participation in medical and related coverage, as specified in the Executive CIC Plan. The Compensation Committee has previously determined that the Executive CIC Plan enables Range to attract and retain executive talent. The “benefit multiples” applicable to the NEOs in 2025 were as follows: Mr. Degner – three; Mr. Scucchi – three; Ms. McDowell – three; Mr. Farquharson – three and Mr. Sando – three. A more detailed description of these provisions is provided in the section of this Proxy Statement entitled “Potential Payments upon Termination and Change in Control.”

  81. Summary Compensation Table

    Summary Compensation Table The following table summarizes total compensation for each NEO for the years shown:

  82. Summary Compensation Table

    | Name and Principal Position | Year | Salary | Stock Awards(1) | Non-Equity Incentive Plan Compensation(2) | All Other Compensation(4) | Total | | (a) | (b) | (c) | (e) | (g) | (i) | (j) | | Dennis L. Degner | 2025 | $932,500 | $6,143,877 | $1,128,000 | $171,044 | $8,375,421 | | President & CEO | 2024 | $860,577 | $5,131,610 | $1,365,000 | $135,643 | $7,492,829 | | | 2023 | $688,462 | $3,925,016 | $1,467,000 | $101,466 | $6,181,944 | | Mark S. Scucchi | 2025 | $647,692 | $3,016,032 | $650,000 | $108,866 | $4,422,591 | | EVP & CFO | 2024 | $626,539 | $2,808,870 | $819,000 | $99,047 | $4,353,456 | | | 2023 | $591,539 | $2,599,990 | $978,000 | $88,361 | $4,257,890 | | Erin W. McDowell | 2025 | $461,539 | $1,709,098 | $348,750 | $80,877 | $2,600,264 | | SVP | 2024 | $428,654 | $1,387,028 | $424,125 | $72,883 | $2,312,690 | | | 2023 | $365,192 | $999,991 | $464,550 | $58,680 | $1,888,413 | | Alan W. Farquharson | 2025 | $448,269 | $992,377 | $337,500 | $88,559 | $1,866,705 | | SVP | 2024 | $432,692 | $960,250 | $424,125 | $80,193 | $1,897,260 | | | 2023 | $410,192 | $899,990 | $507,338 | $70,577 | $1,888,097 | | Laith K. Sando(3) | 2025 | $355,962 | $711,138 | $270,000 | $62,435 | $1,399,535 | | SVP | | | | | | |

  83. Summary Compensation Table

    (1) This column reflects the aggregate fair values calculated in accordance with U.S. GAAP regarding stock compensation, without taking into account estimated forfeitures and does not reflect the actual value that may be recognized by each NEO. Restricted stock generally will vest at the end of three years. Performance restricted stock generally will vest three years after the date of grant upon our achievement of predetermined total stockholder return levels relative to a pre-determined peer group. Performance restricted stock is valued assuming a target number of shares would be issued. If our achievement of the defined criteria resulted in 200% of the TSR-PSU award being paid, the grant date fair value for 2025 stock awards would have been as follows: Mr. Degner ($10,020,588); Mr. Scucchi ($4,919,120); Ms. McDowell ($2,619,537); Mr. Farquharson ($1,521,017) and Mr. Sando ($1,089,962). See grants of Plan-Based Awards table for more information. As of December 31, 2025, Mr. Degner, Mr. Scucchi, Ms. McDowell and Mr. Sando do not qualify for our post-retirement health care benefit plan. (2) The amounts shown as “Non-Equity Incentive Plan Compensation” are equal to the cash incentive awards granted by the Compensation Committee for each of our NEOs performance for the applicable calendar year. While these awards are based on performance criteria established by the Compensation Committee, the actual amounts awarded are not determined until early in the year following the calendar year being evaluated. These amounts were accrued during the calendar year being evaluated on an estimated basis and then adjusted to reflect the actual amounts awarded. The cash incentive awards were determined and paid in accordance with our Amended and Restated 2019 Equity-Based Compensation Plan. (3) Mr. Sando's compensation for 2024 and 2023 is not included as he was not a named executive officer until 2025. (4) The following table describes each component of the “All Other Compensation” column for 2025 in the Summary Compensation Table above:

  84. Summary Compensation Table

    | | Active Deferred Compensation Plan Match | 401(k) Plan Match | Executive Disability Premium | Total | | Dennis L. Degner | $93,250 | $21,000 | $56,794 | $171,044 | | Mark S. Scucchi | $64,769 | $21,000 | $23,097 | $108,866 | | Erin W. McDowell | $47,546 | $21,000 | $12,331 | $80,877 | | Alan W. Farquharson | $46,183 | $21,000 | $21,376 | $88,559 | | Laith K. Sando | $35,539 | $21,000 | $5,896 | $62,435 |

  85. Summary Compensation Table

    | 43 | |

  86. CEO Pay Ratio of 42 to 1

    CEO Pay Ratio of 42 to 1 Pursuant to Item 402(u) of Regulation S-K, we have prepared a comparison of the annual total compensation of Mr. Degner, our Chief Executive Officer and President, for fiscal year 2025 to the median of annual total compensation of all other Company employees for the same period. We identified the median employee for this review by examining the 2025 annual total compensation for all employees, excluding our Chief Executive Officer, who were employed by us on December 31, 2025, because it allowed us to make the identification in a reasonably efficient manner. We included all such employees, whether employed on a full-time or part-time basis. For this purpose and using reasonable estimates, the calculation of annual total compensation of all such employees, excluding our Chief Executive Officer, was determined by using the wages and compensation similar to the salary components used to determine Mr. Degner’s total compensation. We chose this method because it is readily available in our existing payroll system, it is determined on a consistent basis for each employee, and because we believe it is a reasonable proxy for total compensation for purposes of determining the median employee. We annualized the compensation for any employee that was not employed by us for all of 2025. For the total annual compensation of our Chief Executive Officer, we used the “Total Compensation” shown for Mr. Degner in the “Summary Compensation Table” on page 43 of this Proxy Statement. Following our review, we have determined that for 2025: • the median of the annual total compensation of all employees of the Company (other than our Chief Executive Officer) was $198,000; • the annual total compensation of our Chief Executive Officer, as reported in the Summary Compensation Table above was $8.4 million; and • as a result, we estimate Mr. Degner’s 2025 annual total compensation was approximately 42 times that of our median employee. The above determination is a reasonable estimate calculated in a manner consistent with SEC rules based on our payroll and employment records and the methodology described above. The SEC rules for identifying the median employee and calculating the pay ratio based on that employee’s annual total compensation allow companies to adopt a variety of methodologies, to apply certain exclusions and to make reasonable estimates and assumptions that reflect their comparison to the ratio reported above, as other companies may have different employment and compensation practices and may utilize different methodologies, exclusions, estimates and assumptions in calculating their own pay ratios.

  87. CEO Pay Ratio of 42 to 1

    | 2026 PROXY STATEMENT | 44 |

  88. Grants of Plan-Based Awards in 2025

    Grants of Plan-Based Awards in 2025 The table below shows the plan-based awards granted by the Compensation Committee to the NEOs in 2025. The awards are abbreviated in the table as follows: (i) Annual Cash Incentive Award (ACI); (ii) Matching Award (MA); (iii) Time-Based Restricted Stock (RS); and (iv) Performance-Based Award (PBA).

  89. Grants of Plan-Based Awards in 2025

    | | | Estimated Future Payouts Under Non-Equity Incentive Plan Awards(1) | | | Estimated Future Payouts Under Equity Incentive Plan Awards(2) | | | | | | Name | Grant Date | Threshold ($) | Target ($) | Maximum ($) | Threshold (#) | Target (#) | Maximum (#) | All Other Stock Awards: # of Shares of Stock or Units | Grant Date Fair Value of Stock and Option Awards(4) | | (a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (l) | | Dennis L. Degner | | | | | | | | | | | ACI | | $564,000 | $1,128,000 | $2,256,000 | | | | | | | RS | 02/05/25 | | | | | | | 58,222(5) | $2,267,165 | | PBA | 02/05/25 | | | | — | 87,333 | 174,666 | | $3,876,712 | | Mark S. Scucchi | | | | | | | | | | | ACI | | $325,000 | $650,000 | $1,300,000 | | | | | | | RS | 02/05/25 | | | | | | | 28,581(5) | $1,112,944 | | PBA | 02/05/25 | | | | — | 42,872 | 85,744 | | $1,903,088 | | Erin. W. McDowell | | | | | | | | | | | ACI | | $174,375 | $348,750 | $697,500 | | | | | | | MA | 02/05/25 | | | | | | | 1,221(3) | $47,546 | | RS | 02/05/25 | | | | | | | 20,510(5) | $798,659 | | PBA | 02/05/25 | | | | — | 20,510 | 41,020 | | $910,439 | | Alan W. Farquharson | | | | | | | | | | | ACI | | $168,750 | $337,500 | $675,000 | | | | | | | MA | 02/05/25 | | | | | | | 1,186(3) | $46,183 | | RS | 02/05/25 | | | | | | | 11,909(5) | $463,736 | | PBA | 02/05/25 | | | | — | 11,909 | 23,818 | | $528,641 | | Laith K. Sando | | | | | | | | | | | ACI | | $135,000 | $270,000 | $540,000 | | | | | | | MA | 03/21/25 | | | | | | | 199(3) | $7,936 | | MA | 06/27/25 | | | | | | | 234(3) | $9,643 | | MA | 09/19/25 | | | | | | | 237(3) | $8,177 | | MA | 12/26/25 | | | | | | | 277(3) | $9,784 | | RS | 02/05/25 | | | | | | | 8,534(5) | $332,314 | | PBA | 02/05/25 | | | | — | 8,534 | 17,068 | | $378,824 |

  90. Grants of Plan-Based Awards in 2025

    (1) The Threshold, Target and Maximum dollar amounts for the ACI are shown in columns (c), (d) and (e), respectively, for 2025. The actual Annual Incentive Awards paid under our equity plan and applicable to the 2025 performance period were determined by the Compensation Committee in February 2026. These awards are disclosed as “Non-Equity Incentive Plan Compensation” in column (g) of the Summary Compensation Table for 2025 compensation. The estimated payout amounts reflected in the Grants of Plan-Based Awards Table reflect the amounts that could be paid under the Compensation Committee approved payout ranges for 2025 performance, subject to any changes in salaries of our NEOs. For a detailed description of the performance criteria associated with the Annual Cash Incentives please see the section of this Proxy Statement entitled “Compensation Discussion and Analysis — 2025 Compensation Program Elements.” (2) Performance Units performance period ends on 02/05/28 and are paid thereafter if specified performance goals are met. For a detailed description of our performance shares please see the section of this Proxy Statement entitled “Compensation Discussion and Analysis — 2025 Compensation Program Elements.” These awards are shares of our common stock granted as Matching Awards. The dollar value of Matching Awards granted to each of our NEOs is included in the Summary Compensation Table under column (i) as “All Other Compensation.” For stock awards granted on February 5, 2025, the closing price of our common stock was $38.94. For stock awards granted on March 21, 2025, the closing stock price of our common stock was $39.88. For stock awards granted on June 27, 2025, the closing stock price of our common stock was $41.21. For stock awards granted on September 19, 2025, the closing stock price of our common stock was $34.50. For stock awards granted on December 26, 2025, the closing stock price of our common stock was $35.32. For a detailed description of matching contributions to our Deferred Compensation Plan (which may be paid in cash or stock, at the election of our participating employees) see the section of this Proxy Statement entitled

  91. Grants of Plan-Based Awards in 2025

    | 45 | |

  92. Grants of Plan-Based Awards in 2025

    “Non-Qualified Deferred Compensation Plan.” Mr. Degner and Mr. Scucchi chose cash for their matching awards in 2025. Therefore, these cash matching awards are not included in the grants of plan-based awards table. The grant date fair values are determined in accordance with U.S. GAAP. The Time-Based Restricted Stock Unit awards set forth in the Grants of Plan-Based Awards Table are valued at the 5 day volume weighted average price of our common stock prior and up to the date such awards were approved by the Compensation Committee. PBAs where the performance condition is based on market conditions are valued using a Monte Carlo simulation performed as of the grant date. The Monte Carlo model utilizes multiple input variables that determine the probability of satisfying the market condition stipulated in the award. PBAs payout is capped at target if the 20 consecutive trading day average closing price of our common stock ending with and including February 5, 2028 is less than the 20 consecutive trading day average closing price of our common stock ending with and including February 5, 2025. (5) When RS Awards were granted on February 5, 2025, the closing price of our common stock was $38.94. For a detailed description of RS Awards granted on February 5, 2025, see the section of this Proxy Statement entitled “Compensation Discussion and Analysis – 2025 Compensation Program Elements”. During 2025, the Compensation Committee granted the following Time-Based Restricted Stock Units and Performance-Based Restricted Stock Awards to our NEOs:

  93. Grants of Plan-Based Awards in 2025

    | | Time-Based Restricted Stock Units | | | | | Performance-Based Restricted Stock | | | | | | | Date | Grant Price(1) | Fair Value per Share(2) | Shares Granted(3) | Grant Date Fair Value(4) | Date | Grant Price(1) | Fair Value per Share(2) | Shares Granted(3) | Grant Date Fair Value(4) | | Dennis L. Degner | 02/05/25 | $37.79 | $38.94 | 58,222 | $2,267,165 | 02/05/25 | $37.79 | $44.39 | 87,333 | $3,876,712 | | Mark S. Scucchi | 02/05/25 | $37.79 | $38.94 | 28,581 | $1,112,944 | 02/05/25 | $37.79 | $44.39 | 42,872 | $1,903,088 | | Erin W. McDowell | 02/05/25 | $37.79 | $38.94 | 20,510 | $798,659 | 02/05/25 | $37.79 | $44.39 | 20,510 | $910,439 | | Alan W. Farquharson | 02/05/25 | $37.79 | $38.94 | 11,909 | $463,736 | 02/05/25 | $37.79 | $44.39 | 11,909 | $528,641 | | Laith K. Sando | 02/05/25 | $37.79 | $38.94 | 8,534 | $332,314 | 02/05/25 | $37.79 | $44.39 | 8,534 | $378,824 |

  94. Grants of Plan-Based Awards in 2025

    (1) Grant price is valued at the 5 day volume weighted average price of our common stock prior and up to the date such awards were approved by the Compensation Committee. (2) The fair value per share amount for Time-Based Restricted Stock Units and Performance-Based Restricted Stock is determined by the closing stock price on grant date in accordance with U.S. GAAP. The fair value per share amount for Performance-Based Restricted Stock is valued using a Monte Carlo simulation performed as of the grant date in accordance with U.S. GAAP. The Monte Carlo model utilizes multiple input variables that determine the probability of satisfying the market condition stipulated in the award. (3) Shares granted for Time-Based Restricted Stock Units and Performance-Based Restricted stock is determined by dividing the target 2025 LTI award amount for each NEO by the grant price. (4) Grant date fair value is determined by multiplying the fair value per share by the number of shares granted for each NEO.

  95. Grants of Plan-Based Awards in 2025

    | 2026 PROXY STATEMENT | 46 |

  96. Outstanding Equity Awards at 2025 Fiscal Year-End

    Outstanding Equity Awards at 2025 Fiscal Year-End The table below reflects each of our NEOs' unvested equity grants or long-term equity grants where the performance condition has not been met as of December 31, 2025, on an individual award basis. The market values of “Stock Awards” in column (h) and (j) were determined using the closing price of $35.26 of our common stock on December 31, 2025. Columns (b), (c), (d), (e), and (f) have been deleted from the SEC-prescribed table format because we did not have any such awards outstanding as of December 31, 2025.

  97. Outstanding Equity Awards at 2025 Fiscal Year-End

    | | Stock Awards(2) | | | | | | Number of Shares or Units of Stock That Have Not Vested # | Market Value of Shares or Units of Stock that Have Not Vested $(1) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights that Have Not Vested #(2) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights that Have Not Vested $(2) | | (a) | (g) | (h) | (i) | (j) | | Dennis L. Degner | 65,199(A)(4) | $2,298,917 | 87,672 | $3,091,315 | | | 67,663(A)(5) | 2,385,797 | 101,496 | 3,578,749 | | | 58,222(A)(6) | 2,052,908 | 87,333 | 3,079,362 | | TOTAL | 191,084 | $6,737,622 | 276,501 | $9,749,425 | | Mark S. Scucchi | 43,189(A)(4) | $1,522,844 | 58,075 | $2,047,725 | | | 37,037(A)(5) | 1,305,925 | 55,555 | 1,958,869 | | | 28,581(A)(6) | 1,007,766 | 42,872 | 1,511,667 | | TOTAL | 108,807 | $3,836,535 | 156,502 | $5,518,261 | | Erin W. McDowell | 17,186(A)(4) | $605,978 | — | $— | | | 23,671(A)(5) | 834,639 | — | — | | | 23,148(A)(5) | 816,198 | 23,148 | 816,198 | | | 1,527(M)(7) | 53,842 | — | — | | | 20,510(A)(6) | 723,183 | 20,510 | 723,183 | | | 1,221(M)(8) | 43,052 | — | — | | TOTAL | 87,263 | $3,076,893 | 43,658 | $1,539,381 | | Alan W. Farquharson | 11,909(A)(3) | $419,911 | 11,909 | $419,911 | | | 1,186(M)(8) | 41,818 | — | — | | TOTAL | 13,095 | $461,730 | 11,909 | $419,911 | | Laith K. Sando | 21,983(A)(4) | $775,121 | — | $— | | | 11,778(A)(5) | 415,292 | 5,048 | 177,992 | | | 980(M)(9) | 34,555 | — | — | | | 8,534(A)(6) | 300,909 | 8,534 | 300,909 | | | 947(M)(10) | 33,391 | — | — | | TOTAL | 44,222 | $1,559,268 | 13,582 | $478,901 |

  98. Outstanding Equity Awards at 2025 Fiscal Year-End

    Annual Stock Awards (designated as “A” in the table) generally vest at the end of three years. We made one grant of Annual Stock to each Named Executive Officer in 2023, 2024 and 2025. Due to her promotion to General Counsel in 2023, Ms. McDowell received two Annual Stock Awards. Annual Stock Awards are listed in chronological order as granted. The treatment of these awards upon a change in control and certain employment termination events is described below under “Potential Payments Upon Termination and Change in Control.”

  99. Outstanding Equity Awards at 2025 Fiscal Year-End

    | 47 | |

  100. Outstanding Equity Awards at 2025 Fiscal Year-End

    Performance-based restricted stock that will be issued subject to the achievement of certain levels of total stockholder return or internal performance metrics. The amounts shown assume a target payout and are listed in chronological order as granted in 2023, 2024 and 2025. The ultimate payout may be less or more than the amount shown depending on the outcome of the performance criteria and the value of our stock. (3) Annual Stock Award vests pro-rata until vesting date of February 5, 2028, based on their retirement eligible status. The Board retains discretion on acceleration of vesting of remaining Annual Stock Awards in the event of termination. (4) Erin W. McDowell and Laith K. Sando stock awards vested on January 31, 2026. Dennis L. Degner and Mark S. Scucchi stock awards vested on March 15, 2026. (5) 100% of Annual Stock Awards vest on February 6, 2027. (6) 100% of Annual Stock Awards vest on February 5, 2028. (7) Deferred Compensation match awards issued on February 6, 2024, vest on December 31, 2026. (8) Deferred Compensation match awards issued on February 5, 2025, vest on December 31, 2027. (9) Deferred Compensation match awards issued quarterly throughout 2024, vest on December 31, 2026. (10) Deferred Compensation match awards issued quarterly throughout 2025, vest on December 31, 2027. As of December 31, 2025, the Time-Based Restricted Stock granted to Alan W. Farquharson in 2024 has a one year vesting requirement because Mr. Farquharson qualified for retirement, based on age and years of service. Performance-Based Restricted Stock grants continue to be reported in the Outstanding Equity Awards table above because the performance condition has not been satisfied. However, if an NEO is terminated involuntarily for cause, the Time-Based Restricted Stock would be forfeited by him or her.

  101. Option Exercises and Stock Vested in 2025

    Option Exercises and Stock Vested in 2025 The following table reflects information about the value realized by the NEOs on option award exercises and restricted stock vesting during 2025.

  102. Option Exercises and Stock Vested in 2025

    | | Option Awards(1) | | Stock Awards(2) | | | Name | Number of Shares Acquired on Exercise | Value Realized on Exercise | Number of Shares Acquired on Vesting | Value Realized on Vesting | | (a) | (b) | (c) | (d) | (e) | | Dennis L. Degner | — | $— | 144,066 | $5,344,119 | | Mark S. Scucchi | — | $— | 144,066 | $5,344,119 | | Erin W. McDowell | — | $— | 20,620 | $761,123 | | Alan W. Farquharson | — | $— | 17,566 | $661,009 | | Laith K. Sando | — | $— | 21,707 | $802,071 |

  103. Option Exercises and Stock Vested in 2025

    (1) There were no option awards exercised in 2025. (2) The “Stock Awards” included in the vesting amounts shown in this table for Mr. Scucchi and Mr. Degner represent Time-Based Restricted Stock Awards granted during 2022 and Performance-Based Restricted Stock granted during 2022. Mr. Farquharson’s vesting amounts represent Time-Based Restricted Stock Awards granted during 2024, Matching Awards for 2024 and Performance-Based Restricted Stock granted in 2022. Ms. McDowell and Mr. Sando's vesting amounts represent Time-Based Restricted Stock Awards granted during 2022 and stock Matching Awards under the Deferred Compensation Plan granted during 2022. Because the Summary Compensation Table reflects the entire value of the “Stock Awards” instead of over the period of time when such awards vest, a significant portion of the dollar amounts shown as realized on vesting is duplicative of the amounts that are shown in the Summary Compensation Table for different periods of time. The value realized upon vesting that is reported above was calculated by multiplying the number of shares that vested during 2025 by the closing price of our common stock on the applicable vesting date.

  104. Non-Qualified Deferred Compensation Plan

    Non-Qualified Deferred Compensation Plan Our NEOs elect at the time they make their compensation deferrals into the Deferred Compensation Plan whether to receive our matching contribution under such plan in cash or in the form of our common stock. Matching contributions up to 10% of our NEOs' base salary paid during the calendar year generally vest at the end of the third year from when the match is awarded. Separate deferral elections may be made with respect to our NEOs' bonus and salary. To the extent that our NEOs elected to receive a Matching Award in common stock, vesting of the Matching Award is reflected as to each respective NEO in the “Options Exercised and Stock Vested” table above. If our NEO is retirement-eligible, based on age and years of service, their Matching Award vests at the end of one year. Any Matching Awards are contributed as discretionary contributions to our Deferred Compensation Plan. Therefore, upon the vesting of any such awards, any appreciation or depreciation in value that would otherwise be realized is deferred under the terms of the Deferred Compensation Plan and will be distributed pursuant to the terms of the Deferred Compensation Plan as described below. Beginning in 2023, Time-Based Restricted Stock grants issued to NEOs are no longer being contributed to the Deferred

  105. Non-Qualified Deferred Compensation Plan

    | 2026 PROXY STATEMENT | 48 |

  106. Non-Qualified Deferred Compensation Plan

    Compensation Plan. Directors, however, retain the ability to contribute Time-Based Restricted Stock grants to the Deferred Compensation Plan. The Compensation Committee may elect to make discretionary contributions to our Deferred Compensation Plan on behalf of our NEOs. These contributions may be made in the form of the matching contributions described above. Any such discretionary contributions generally will be subject to vesting and any other terms specified by the Compensation Committee. Beginning in 2021, vesting will generally occur at the end of the third year from when the match was awarded. In addition, our NEOs will become fully vested in the matching contributions upon death or disability (as defined in the Deferred Compensation Plan). Our NEOs will forfeit all discretionary or matching contributions, irrespective of the attainment of age 65, disability or death, if their employment with the Company terminates for gross misconduct or if they engage in unlawful business competition with the Company. As of December 31, 2025, Alan W. Farquharson is retirement-eligible and upon retirement, any unvested awards would vest ratably according to the service requirements of each unvested award unless the Compensation Committee determines otherwise. Amounts contributed to the Deferred Compensation Plan and earnings thereon are contributed to a grantor trust, the assets of which may only be used to pay benefits under the Deferred Compensation Plan or to satisfy the claims of our creditors in the event of our insolvency. Thus, we have set aside the assets to fund the benefits payable under the Deferred Compensation Plan. Our NEOs are entitled to direct the benchmark for returns on their deferred compensation generally in similar investment funds as are offered under our 401(k) Plan. However, Time-Based Restricted Stock Awards and Matching Awards may not be transferred out of our common stock until vesting of such awards. Benefits under the Deferred Compensation Plan will be paid at the time and form as previously specified by our NEOs in accordance with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended ("the Code"). Such amounts may be paid in the form of a single lump sum payment or annual installments over a period of up to 10 years. Time-Based Restricted Stock Awards and Matching Awards contributed to the Deferred Compensation Plan may be paid in shares of our common stock, with fractional shares in cash at the discretion of the Compensation Committee. Each of our NEOs may change the time and/or form of payment by making an election with the plan administrator at least one year before the date his/her Deferred Compensation Plan accounts would be paid in accordance with the requirements of Section 409A of the Code. Any such subsequent deferral election must delay our NEOs’ benefit commencement date by at least five years. In addition, the Deferred Compensation Plan permits our NEOs to obtain an earlier distribution in the event of “Hardship,” as defined under the Deferred Compensation Plan.

  107. Non-Qualified Deferred Compensation Plan

    | 49 | |

  108. NON-QUALIFIED DEFERRED COMPENSATION

    NON-QUALIFIED DEFERRED COMPENSATION

  109. NON-QUALIFIED DEFERRED COMPENSATION

    | | Registrant Contributions in Last FY(1) | Aggregate Earnings in Last FY(2) | Aggregate Withdrawals/ Distributions | Aggregate Balance at Last FYE | | Name | (c) | (d) | (e) | (f) | | Dennis L. Degner | $— | $106,438(3) | $— | $— | | | 93,250(5) | 248,348(4) | (3,047,631) | — | | TOTAL | $93,250 | $354,786 | $(3,047,631) | $1,515,652 | | Mark S. Scucchi | $— | $47,263(3) | $— | $— | | | 64,769(5) | 193,659(4) | (2,003,171) | — | | TOTAL | $64,769 | $229,404 | $(2,003,171) | $401,821 | | Erin W. McDowell | $— | $21,824(3) | $— | $— | | | 47,546(5) | 65,864(4) | (857,918) | — | | TOTAL | $47,546 | $87,688 | $(857,918) | $267,776 | | Alan W. Farquharson | $— | $18,818(3) | $— | $— | | | 46,183(5) | 128,795(4) | (1,889,325) | — | | TOTAL | $46,183 | $147,613 | $(1,889,325) | $262,396 | | Laith K. Sando | $— | $74,983(3) | $— | $— | | | 35,539(5) | 168,515(4) | (1,678,125) | — | | TOTAL | $35,539 | $243,498 | $(1,678,125) | $246,049 |

  110. NON-QUALIFIED DEFERRED COMPENSATION

    (1) Column (c) reflects the value contributed by us as Matching Awards. Matching Awards can be in cash or common stock. (2) The earnings/(losses) from each of our NEOs’ Deferred Compensation Plan account shown in column (d) represents the cash earnings or appreciation/depreciation in market value from the investment funds and our common stock which our NEOs invest in under the Deferred Compensation Plan. Because our NEOs’ Deferred Compensation Plan accounts have significant investments in our common stock, the plan earnings each year for each of our NEOs are significantly impacted by the change in our common stock price during that period. The amounts of the appreciation or depreciation in our common stock held in the Deferred Compensation Plan accounts for each NEO are segregated in the table for reference purposes. (3) Earnings/(losses) from appreciation/depreciation in market value, dividends and interest from index and mutual funds selected by each of our NEOs. (4) These amounts reflect appreciation in the value of our common stock held in the Deferred Compensation Plan accounts. As of December 31, 2025, the following numbers of shares of our common stock were held in our NEOs’ Deferred Compensation Plan accounts – 22,572 shares by Mr. Degner; 0 shares by Mr. Scucchi; 4,232 shares by Ms. McDowell; 4,357 shares by Mr. Farquharson; and 3,026 shares by Mr. Sando. (5) Generally, our NEOs elect, at the time they make their compensation deferral elections under the Deferred Compensation Plan for the coming calendar year, whether to receive their matching contribution under such plan in cash or in the form of our common stock. During 2025, all our NEOs elected Matching Awards. The dollar equivalent value of the Matching Awards is shown in column (c) of the table. Matching Awards generally vest at the end of a three-year period beginning with the year such awards were contributed to our Deferred Compensation Plan. These amounts are shown in column (l) of the Grants of Plan-Based Awards Table and are included as “All Other Compensation” in the Summary Compensation Table. As of the end of 2025, certain of our NEOs qualified for our post-retirement health care benefit and therefore, have a one year vesting requirement. Voluntary contributions to our Deferred Compensation Plan by our NEOs from salary, bonus and cash incentive awards from prior years have been reported in the Summary Compensation Tables for such prior years. Mr. Degner began participating in 2014; Mr. Scucchi in 2012; Ms. McDowell in 2020; Mr. Farquharson in 1999 and Mr. Sando in 2016. Matching Awards are reflected in the Summary Compensation Table (as “All Other Compensation”) during the year such awards are contributed to our Deferred Compensation Plan, although such awards are subject to future vesting. Matching Awards are valued at the grant date fair value in accordance with current accounting guidance.

  111. NON-QUALIFIED DEFERRED COMPENSATION

    | 2026 PROXY STATEMENT | 50 |

  112. NON-QUALIFIED DEFERRED COMPENSATION

    The table below shows the investment funds available under our 401(k) Plan and our Deferred Compensation Plan (other than our common stock) and their annual rate of return for the calendar year ended December 31, 2025, as reported by the administrator of the plan.

  113. NON-QUALIFIED DEFERRED COMPENSATION

    | | Rate of Return | | | | 401(k) Plan | Deferred Compensation Plan | | BlackRock Global Allocation Fund, Inc. – Institutional Class | 19.76% | — | | BNY Mellon Natural Resources | 15.12% | — | | Deutsche Real Estate Securities Fund R6 | (0.08)% | — | | Goldman Sachs Emerging Market Equity Insights Fund | 32.61% | — | | J Hancock Disciplined Value Mid Cap I Fund | 11.39% | — | | Janus Henderson Enterprise Fund Class N | 7.75% | — | | Janus Enterprise Fund Class T | — | 7.50% | | MFS Growth Fund Class R6 | 12.50% | — | | MFS International Diversification Fund Class R6 | 27.96% | — | | PIMCO International Bond Fund | 4.31% | 4.31% | | PIMCO Income Fund Institutional Class | 11.04% | 11.04% | | PIMCO Real Return Fund – Institutional Class | 8.17% | 8.17% | | PGIM Total Return - Bond Fund Class R6 | 8.09% | — | | T. Rowe Price International Discovery Fund | 25.75% | 25.75% | | T. Rowe Price Retirement Balance Investor | 11.34% | — | | T. Rowe Price Retirement 2020 Trust Income E | 12.77% | — | | T. Rowe Price Retirement 2025 Trust Income E | 13.26% | — | | T. Rowe Price Retirement 2005 Fund | 11.47% | — | | T. Rowe Price Retirement 2010 Fund | 11.98% | — | | T. Rowe Price Retirement 2015 Fund | 12.37% | — | | T. Rowe Price Retirement 2020 Fund | 12.74% | — | | T. Rowe Price Retirement 2025 Fund | 13.22% | — | | T. Rowe Price Retirement 2030 Fund | 14.66% | — | | T. Rowe Price Retirement 2035 Fund | 16.51% | — | | T. Rowe Price Retirement 2040 Fund | 17.80% | — | | T. Rowe Price Retirement 2045 Fund | 18.91% | — | | T. Rowe Price Retirement 2050 Fund | 19.25% | — | | T. Rowe Price Retirement 2055 Fund | 19.37% | — | | T. Rowe Price Retirement 2060 Fund | 19.36% | — | | T. Rowe Price Retirement 2065 Fund | 19.39% | — | | T. Rowe Price Retirement 2070 Fund | 9.60% | — | | T. Rowe Price Stable Value Fund | 2.87% | — | | Putnam Stable Value Fund | 4.00% | — | | Undiscovered Managers Behavioral Value Fund Class R6 | 1.84% | — | | Vanguard Equity Income Investor Shares | 17.22% | 17.22% | | Vanguard Institutional Index | 17.84% | — | | Vanguard Mid-Cap Index Admiral | 11.67% | 11.67% | | Vanguard REIT Index Admiral | 3.19% | — | | Vanguard Small Cap Index Admiral | 8.83% | 8.83% |

  114. NON-QUALIFIED DEFERRED COMPENSATION

    | 51 | |

  115. NON-QUALIFIED DEFERRED COMPENSATION

    | | Rate of Return | | | | 401(k) Plan | Deferred Compensation Plan | | BlackRock Global Allocation Fund, Inc. – Institutional Class | 19.76% | — | | BNY Mellon Natural Resources | 15.12% | — | | Deutsche Real Estate Securities Fund R6 | (0.08)% | — | | Goldman Sachs Emerging Market Equity Insights Fund | 32.61% | — | | J Hancock Disciplined Value Mid Cap I Fund | 11.39% | — | | Janus Henderson Enterprise Fund Class N | 7.75% | — | | Janus Enterprise Fund Class T | — | 7.50% | | MFS Growth Fund Class R6 | 12.50% | — | | MFS International Diversification Fund Class R6 | 27.96% | — | | PIMCO International Bond Fund | 4.31% | 4.31% | | PIMCO Income Fund Institutional Class | 11.04% | 11.04% | | Vanguard Total International Stock Index Admiral | 32.18% | 32.18% | | Vanguard Total Bond Index Admiral | 7.15% | — | | Vanguard Treasury Money Market | 4.23% | — | | BlackRock Liquidity Fed Fund | — | 4.20% | | BlackRock Global Allocation Fund Investor A | — | 19.62% | | Calamos Growth & Income Fund – Class A | — | 17.78% | | Cohen & Steers Real Estate Securities Fund | — | 4.41% | | Diamond Hill Large Cap Fund | — | 5.74% | | First Eagle Gold A | — | 128.88% | | Goldman Sachs Emerging Markets Equity Insights International | — | 32.56% | | Guggenheim Total Return Bond Fund | — | 8.20% | | J. Hancock Disciplined Value Mid Cap A Fund | — | 11.39% | | Nuveen Small Corp Value Fund Class R6 | — | 3.38% | | Invesco Oppenheimer Global Fund Class R6 | — | 15.61% | | Schwab International Core Energy Equity Fund | — | 38.70% | | T. Rowe Price Institutional Large-Cap Growth | — | 17.65% | | T. Rowe Price Integrated U.S. Small-Cap Growth Equity Fund –I Class | 10.32% | 10.32% | | Vanguard 500 Index FD Admiral | — | 17.83% |

  116. NON-QUALIFIED DEFERRED COMPENSATION

    | 2026 PROXY STATEMENT | 52 |

  117. Potential Payments upon Termination and Change in Control1

    Potential Payments upon Termination and Change in Control1 Under the Executive CIC Plan members of our Management Group, including our NEOs, may be entitled to receive certain payments and benefits, including acceleration of non-vested long-term equity incentive awards, if there is a Change in Control and a member of the Management Group is terminated other than for Cause or resigns for Good Reason (each an “Involuntary Termination”). These potential severance payments and non-vested equity acceleration are considered “double-trigger” change in control arrangements, as a termination alone, or a Change in Control alone, will not result in severance payments becoming due or non-vested equity to accelerate; the termination of employment must occur during the Protection Period related to the Change in Control event. Specifically, under our Executive CIC Plan, if a member of our Management Group leaves the Company as a result of an Involuntary Termination during the Protection Period, the participant will receive (a) a lump sum cash payment equal to (i) such person’s Benefit Multiple (which is set forth in the table below with respect to our NEOs) multiplied by (ii) the sum of (A) the participant’s Base Salary plus (B) the participant’s three-year average Bonus or Target Bonus, whichever is greater, plus (b) a prorated Bonus payment for the year of Involuntary Termination (collectively, the “Cash Payment”), and (c) for a period of years equal to the participant’s Benefit Multiple, continued participation in any medical, dental, life, disability or any other insurance arrangement for the benefit of the participant (and his/her spouse and eligible children, if applicable) in which such person(s) were participating immediately prior to the date of the participant’s Involuntary Termination (the “Continued Benefits”). The Cash Payment will be paid as soon as practicable following a member of our Management Group’s termination, and in all events not later than March 15 of the year following the year of termination, unless payment is required to be delayed for six months from the date of termination to prevent additional tax under Section 409A of the Code. Further, the receipt of Continued Benefits is conditioned on the member of our Management Group paying to our Company the same premium amount for such benefits as such participant was required to pay prior to his or her termination, and the Continued Benefits will be limited and reduced to the extent that comparable coverage that does not result in greater out-of-pocket expenses to such participant is provided or available to such participant. Our Executive CIC Plan does not provide for any Cash Payments or Continued Benefits in the event a member of our Management Group is terminated due to death or Disability. A discussion of the Benefit Multiple selected for each of our NEOs can be found below. In connection with the delivery of the Cash Payments under our Executive CIC Plan, each member of our Management Group is required to execute and deliver to us a release that generally releases and discharges our Company (and its related entities and agents) from any and all claims (with certain limited exceptions) existing at any time prior to execution of the release. Our Executive CIC Plan also contains non-disparagement provisions pursuant to which each member of our Management Group and our Company have agreed not to disparage one another during the term of such person’s employment and thereafter. Violation of the non-disparagement provisions entitles the wronged party to complete relief including injunctive relief, damages, and/or termination or return of payments made under our Executive CIC Plan. The Executive CIC Plan does not contain a tax gross-up feature, but instead adopted a “best net” policy for all executives which provides that in the event of Change in Control Payments, when aggregated with any other payments or benefits received by the covered executive, that would constitute a “parachute payment” and would be subject to excise tax imposed by Section 4999 of the Code, the aggregate benefits will be delivered in full or delivered in a lesser amount that would result in no portion of the aggregate benefits being subject to the excise tax, whichever results in the receipt by the executive of the greatest amount of aggregate benefits on an after-tax basis. 1 Capitalized terms without a specified definition herein, shall have the meaning set forth in the Executive CIC Plan.

  118. Potential Payments upon Termination and Change in Control1

    | 53 | |

  119. Potential Payments upon Termination and Change in Control1

    The following table reflects the estimated payments due to each of our NEOs as of December 31, 2025, assuming, as applicable, that a Change in Control occurred and each of our NEOs were terminated without Cause effective December 31, 2025. For these purposes, our common stock price was assumed to be $35.26 which was the closing price of our common stock on December 31, 2025. The amounts below have been calculated using assumptions that we believe are reasonable. For purposes of the Section 280G calculation, it is assumed that no amounts will be treated as attributable to reasonable compensation and no value will be attributed to our NEO executing a non-compete agreement. Any actual payments that may be made pursuant to the arrangements described above are dependent on various factors, which may or may not exist at the time a Change in Control actually occurs and any of our NEOs are actually terminated.

  120. Potential Payments upon Termination and Change in Control1

    | | Potential Change in Control Payments | | | | | | | Benefit Multiple | Cash Payments(1) | Value of Accelerated Awards(2) | Value of Benefits(3) | Total | | Dennis L. Degner | 3X | $7,332,000 | $17,224,691 | $263,388 | $24,820,079 | | Mark S. Scucchi | 3X | $4,847,000 | $9,882,328 | $156,917 | $14,886,245 | | Erin W. McDowell | 3X | $2,792,425 | $3,576,188 | $123,218 | $6,491,831 | | Alan W. Farquharson | 3X | $2,882,213 | $3,381,129 | $124,867 | $6,388,209 | | Laith K .Sando | 3X | $2,160,000 | $1,950,938 | $102,913 | $4,213,851 |

  121. Potential Payments upon Termination and Change in Control1

    (1) Represents cash payments equal to Base Salary and Bonus, determined as of December 31, 2025, multiplied by the applicable Benefit Multiple. Such calculation averages the higher of (1) the prior three bonuses paid as of December 31, 2025 which would be for the years 2022, 2023 or 2024 or (2) the target bonus as of December 31, 2025 plus a pro-rated bonus payment calculated on the basis of the greater of (1) the target level bonus or (2) the bonus payable based on actual performance metrics as of the year-ended December 31, 2025. (2) Represents the value of unvested Time-Based Restricted Stock Awards and Matching Awards granted under any of our benefit plans vesting upon a Change in Control as of December 31, 2025, at the 2025 year end price of the common stock of $35.26. Performance shares based on TSR assumes payout of 80% of target for shares granted in 2023, 88% of target for shares granted in 2024 and 67% of target for shares granted in 2025. Performance shares based on an internal metrics are assumed to pay out at 155% for shares granted in 2023. These awards are accelerated in connection with a Change in Control where either the NEO was terminated without cause or is not terminated. Also includes, to the extent applicable, deferred compensation cash matching awards for Mr. Degner ($179,308) and Mr. Scucchi ($127,423). Mr. Farquharson is over 65 years of age and therefore his equity grants from 2023 and 2024 are assumed fully vested and a section 280G best of net tax adjustment for Ms. McDowell of ($1.0 million). Beginning in 2025, any retirement eligible award vests over the original service period and upon retirement will vest ratably according to the service period rendered. (3) Represents the value of the continuation of medical, dental, life, disability, and other insurance benefits net of any required premium contribution for a period of one year multiplied by the applicable Benefit Multiple. Future benefit costs assume a 5% increase per year. Our employees who are not covered by our Executive CIC Plan (the “Employee Group”) may be entitled to receive certain change in control payments under the Range Resources Corporation Amended and Restated Employee Change in Control Severance Benefit Plan (the “Employee CIC Plan”) upon an Involuntary Termination other than for Cause or if an employee resigns for Good Reason. If any employee in the Employee Group is terminated by us, other than for Cause or resigns for Good Reason, within the Protection Period, the employee will receive a lump sum payment (the “Employee Payment”) as defined under the Employee CIC Plan. The balance of the accounts of our NEOs under the Deferred Compensation Plan as of December 31, 2025, is set forth in column (f) of the Non-Qualified Deferred Compensation Table.

  122. Potential Payments upon Termination and Change in Control1

    | 2026 PROXY STATEMENT | 54 |

  123. Other Post-Employment Payments

    Other Post-Employment Payments Upon the death, Disability (as defined under the Executive CIC Plan) or retirement of an NEO or any other employee, certain unvested Time-Based Stock Awards and Performance-Based Stock Awards vest under the terms of the award grant. Upon Disability, all employees are covered under a group compensation continuation plan. The group disability coverage provides for compensation continuance of 60% of a non-officer employee’s monthly earnings up to a maximum of $10,000 and 60% of an officer's monthly earnings up to a maximum of $15,000 per month until he or she ceases to meet the qualifications to be deemed disabled. These qualifications depend on the year of birth and social security normal retirement age. All of our NEOs are also covered under supplemental individual executive disability policies. Coverage under these supplemental policies provides monthly cash payments until age 65. The executive disability coverage premium is shown as a perquisite in the Summary Compensation Table in column (i) “All Other Compensation.” The following table summarizes the value of the compensation continuation which would be available to each NEO assuming that they became disabled as of December 31, 2025, under the policies currently in effect until he or she attained the age of 65 years old. The table also summarizes the value of the Time-Based Restricted Stock Awards, Performance-Based Restricted Stock Awards and Matching Awards which would vest upon the death/Disability, retirement or involuntary termination assuming that such events occurred on December 31, 2025, based on the value of the Company’s common stock on that date of $35.26.

  124. Other Post-Employment Payments

    | 55 | |

  125. Other Post-Employment Payments

    | | Death/ Disability | Normal Retirement(2) | Involuntary Termination(3) | | Dennis L. Degner (53 years of age) | | | | | Bonus | $1,128,000 | $— | $— | | Time-Based Restricted Stock | 6,869,792 | — | — | | Performance-Based Restricted Stock | 10,912,731 | — | 7,064,789 | | Disability Payments(1) | 12,169,000 | — | — | | Cash Deferred Compensation Match | 179,308 | — | — | | TOTAL | $31,258,831 | $— | $7,064,789 | | Mark S. Scucchi (48 years of age) | | | | | Bonus | $650,000 | $— | $— | | Time-Based Restricted Stock | 3,915,198 | — | — | | Performance-Based Restricted Stock | 6,275,541 | — | 4,312,606 | | Disability Payments(1) | 11,550,000 | — | — | | Cash Deferred Compensation Match | 127,423 | — | — | | TOTAL | $22,518,162 | $— | $4,312,606 | | Erin W. McDowell (47 years of age) | | | | | Bonus | $348,750 | $— | $— | | Time-Based Restricted Stock | 3,043,980 | — | — | | Performance-Based Restricted Stock | 1,562,505 | — | 727,947 | | Disability Payments(1) | 9,070,000 | — | — | | Stock Deferred Compensation Match | 98,372 | — | — | | TOTAL | $14,123,607 | $— | $727,947 | | Alan W. Farquharson (68 years of age) | | | | | Bonus | $337,500 | $337,500 | $— | | Time-Based Restricted Stock | 2,355,354 | 2,048,989 | 2,048,989 | | Performance-Based Restricted Stock | 1,000,137 | 582,894 | 582,894 | | Disability Payments(1) | 940,800 | — | — | | Stock Deferred Compensation Match | 97,629 | 67,118 | 67,118 | | TOTAL | $4,731,420 | $3,036,501 | $2,699,001 | | Laith K. Sando (46 years of age) | | | | | Bonus | $270,000 | $— | $— | | Time-Based Restricted Stock | 1,414,616 | — | — | | Performance-Based Restricted Stock | 491,193 | — | 163,810 | | Disability Payments(1) | 8,495,000 | — | — | | Stock Deferred Compensation Match | 68,531 | — | — | | TOTAL | $10,739,340 | $— | $163,810 |

  126. Other Post-Employment Payments

    Represents payments through supplemental disability policies in the event of disability. Not payable in the event of death. (2) As of December 31, 2025, Mr. Farquharson is retirement eligible for previously awarded and outstanding equity grants. The current definition of retirement is age 55 plus 10 years of service or age 65 plus 5 years of service. The Compensation Committee has discretion on the final determination of equity award vesting in the involuntary termination scenario for Time-Based Restricted Stock awards and Performance-Based Restricted Stock awards issued in 2025. For the purposes of this table, an assumption of full forfeiture upon involuntary termination of all outstanding Time-Based Restricted Stock and Performance-Based Restricted Stock issued in 2025 was used. Time-Based Restricted Stock Awards issued in 2023 and 2024 are assumed forfeited upon involuntary termination. Performance-Based Restricted Stock Awards issued in 2023 and 2024 fully vest effective as of the date of termination. Bonus is forfeited upon involuntary termination. For non-retirement eligible employees, cash and stock deferred compensation match are forfeited upon involuntary termination. For retirement-eligible employees, stock deferred compensation match vest pro-rata upon involuntary termination.

  127. Other Post-Employment Payments

    | 2026 PROXY STATEMENT | 56 |

  128. Pay Versus Performance

    Pay Versus Performance As discussed in the CD&A, our Compensation Committee has implemented an executive compensation program designed to link a substantial portion of our NEOs realized compensation to the achievement of our financial, operational and strategic objectives and to align our executive pay with changes in the value of our stockholders' investments. We have identified Net Debt as our Company-Selected Measure that represents, in our view, the most important financial measure used to link Compensation Actually Paid (“CAP”) to our performance in 2025. We believe our debt levels are important to our stockholders and our ability to reduce those debt levels is through generating higher cash flows and our focus on efficient operations. The following sets forth additional compensation information for our NEOs, calculated in accordance with SEC regulations for the fiscal years 2025, 2024, 2023, 2022 and 2021:

  129. Pay Versus Performance

    | | | | | | | | Value of Fixed $100 Investment Based on: | | Stated in millions | | | Year | Summary Compensation Table Total for CEO Jeffrey L. Ventura(1) | Summary Compensation Table Total for CEO Dennis L. Degner(1) | Compensation Actually Paid to CEO Jeffrey L. Ventura(2)(4) | Compensation Actually Paid to CEO Dennis L. Degner(2)(4) | Average Summary Compensation Table for Remaining NEOs(3)(8) | Average Compensation Actually Paid to Remaining(g) NEOs(2)(4)(8) | Total Stockholder Return | Peer Group Total Stockholder Return(5) | Net Income (6) | Net Debt(7) | | (a) | (b) | (b) | (c) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | | 2025 | N/A | $8,375,421 | N/A | $7,947,064 | $2,572,274 | $2,271,665 | $545 | $319 | $658 | $1,218 | | 2024 | N/A | $7,492,829 | N/A | $11,913,564 | $2,426,926 | $3,493,169 | $551 | $301 | $266 | $1,404 | | 2023 | $592,899 | $6,181,944 | $7,148,610 | $11,224,955 | $2,423,058 | $3,585,941 | $462 | $253 | $871 | $1,576 | | 2022 | $7,930,872 | N/A | $20,623,893 | N/A | $2,658,371 | $7,195,488 | $375 | $248 | $1,183 | $1,869 | | 2021 | $7,542,954 | N/A | $29,861,807 | N/A | $2,853,780 | $10,803,072 | $266 | $169 | $412 | $2,736 |

  130. Pay Versus Performance

    (1) The dollar amounts reported are the amounts of total compensation reported for our former CEO Mr. Ventura and our current CEO Mr. Degner for the corresponding year in which each served as the Company's CEO in the "Total" column of the Summary Compensation Table (“SCT”) as reflected on page 43 of this Proxy statement and our proxy statements for 2025, 2024, 2023, 2022 and 2021. Mr. Ventura retired in June 2023. (2) The dollar amounts reported represent the amount of “compensation actually paid”, as computed in accordance with SEC rules. The dollar amounts do not reflect the actual amount of compensation paid to our CEO (or other NEOs) during the applicable year, but include (i) the year-end value of equity awards granted during the reported year and (ii) the change in the value of equity awards that were unvested at the end of the prior year, measured through the date the awards vested or were forfeited or through the end of the reported fiscal year. (3) Reflects compensation for our remaining NEOs, other than our CEO. (4) Time-vested restricted stock grant fair values are calculated using the stock price as of the date of grant. Adjustments have been made using the stock price as of the applicable year end and as of each date of vesting. TSR-PSUs fair values are calculated using a Monte Carlo simulation model as of the applicable year-end date or as of each date of vesting. Performance-Based Internal metrics fair value is calculated using the stock price as of the applicable year end multiplied by the probability of achievement as of each such date. (5) Reflects cumulative total stockholder return for our Peer Group as described on page 31 of this proxy and assumes an initial investment of $100 on December 31, 2020. As of December 31, 2020, the members of the peer group included Antero Resources Corporation (AR), Cabot Oil and Gas Corporation (COG), Chesapeake Energy Corporation (CAKAQ), Cimarex Energy Co. (XEC), CNX Resources (CNX), EQT Corporation (EQT), Gulfport Energy Corporation (GPORQ), Matador Resources (MTDR), Murphy Oil (MUR), Oasis Petroleum (OASPQ), PDC Energy Inc. (POCE), QEP Resources Inc. (QEP), SM Energy Company (SM), Southwestern Energy Company (SWN), Whiting Petroleum (WLL), WPX Energy (WPX). In setting the 2021 peer group, XEC and COG were merged into Coterra (CTRA), CHKAQ declared bankruptcy, GPORQ, OASPQ, WLL and WPX were dropped and the S&P 500 index and Comstock Resources (CRK) were added to better test performance against a broader index. As of December 31, 2021, the members of the peer group include: AR, CTRA, CNX, CRK, EQT, MTDR, MUR, PDCE, QEP, SM, SWN and the S&P 500 index. As of December 31, 2022, the members of the peer group included AR, CTRA, CNX, CRK, EQT, MTDR, MUR, PDCE, SM, SWN and the S&P 500 index. QEP Resources was removed and Chesapeake Energy Corporation (CHK) was added back as they emerged from bankruptcy. PDC Energy is included through August 2023 when it was acquired by Chevron Corp. As of December 31, 2023, the members of the peer group included: AR, CHK, CNX, CRK, CTRA, EQT, MTDR, MUR, PDCE, SM, SWN, and the S&P 500 index. As of December 31, 2024, the members of the peer group included: AR, Callon Petroleum Company (CPE), CHK, Civitas Resources, Inc. (CIVI), Chord Energy Corporation (CHRD), CNX, CRK, CTRA, EQT, Magnolia Oil & Gas Corporation (MGY), MTDR, Marathon Oil Corporation (MRO), MUR, Permian Resources Corporation (PR), SM, SWN and the S&P 400 index. AR, CHK, CNX, CRK, CTRA, EQT, and SWN are included twice in the calculation of total stockholder return. CPE is included through February 2024 when it was acquired by Apache Corporation. MRO is included through November 2024 when it was acquired by Conoco Phillips. SWN is included through October 2024 when it was acquired by CHK to form Expand Energy Corporation (EXE). As of December 31, 2025 the members of the peer group included: AR, CIVI, CHRD, CNX, CRK, CTRA, EQT, EXE, MGY, MTDR, MUR, Ovintiv Inc. (OVV), SM, the SPDR S&P Oil & Gas Exploration & Production ETF (XOP), and the S&P 400 index. AR, CNX, CRK, CTRA, EQT, and EXE are included twice in the calculation of total stockholder return. (6) Reflects net income (loss) in the Company’s Consolidated Statements of Operations included in the Annual Reports on Form 10-K for each of the years ended December 31, 2025, 2024, 2023, 2022 and 2021. (7) Annex A includes reconciliations for non-GAAP financial measures to comparable U.S. GAAP measures (8) Reflects compensation reported in the “Summary Compensation Table” for our NEOs for each year presented. The following NEOs are included in the average figures show: • 2021: Mark S. Scucchi; Dennis L. Degner; David P. Poole; Alan W. Farquharson • 2022: Mark S. Scucchi; Dennis L. Degner; David P. Poole; Alan W. Farquharson • 2023: Mark S. Scucchi; Erin W. McDowell; Alan W. Farquharson; Dori A. Ginn • 2024: Mark S. Scucchi; Erin W. McDowell; Alan W. Farquharson; Anthony W. Gaudlip 2025: Mark S. Scucchi; Erin W. McDowell; Alan W. Farquharson; Laith K. Sando

  131. Pay Versus Performance

    | 2026 PROXY STATEMENT | 58 |

  132. Pay Versus Performance

    Column (c). To calculate the amounts in “Compensation Actually Paid to CEO” column for Jeffrey L. Ventura, the following amounts were deducted from or added to (as applicable) our CEO’s total compensation as reported in the Summary Compensation Table (SCT):

  133. Pay Versus Performance

    | | SCT for CEO Jeffrey L. Ventura | Reported Value of Equity Awards for CEO Jeffrey L. Ventura(1) | Equity Award Adjustments for CEO Jeffrey L. Ventura(2) | Compensation Actually Paid to CEO Jeffrey L. Ventura | | 2023 | $592,899 | $— | $6,555,711 | $7,148,610 | | 2022 | $7,930,872 | $(5,799,964) | $18,492,985 | $20,623,893 | | 2021 | $7,542,954 | $(4,799,996) | $27,118,849 | $29,861,807 |

  134. Pay Versus Performance

    (1) Represents the grant date fair value of equity awards granted to our CEO as reported in the “Stock Awards” column in the SCT for each year. Mr. Ventura did not receive an equity grant in 2023 due to his retirement. (2) Represents the year-over-year change in the fair value of equity awards to our CEO.

  135. Pay Versus Performance

    | Fair Value of Equity Awards for Former CEO – Jeffrey L. Ventura | 2023 | 2022 | 2021 | | As of year-end for awards granted during the year | $— | $6,899,722 | $9,397,492 | | Year-over-year increase of unvested awards granted in prior years | 5,103,067 | 7,014,919 | 15,001,036 | | Increase (decrease) from prior year-end for awards that vested during the year | 1,452,644 | 4,578,344 | 2,720,321 | | TOTAL EQUITY AWARD ADJUSTMENTS FOR FORMER CEO – JEFFREY L . VENTURA | $6,555,711 | $18,492,985 | $27,118,849 |

  136. Pay Versus Performance

    Column (c). To calculate amounts in “Compensation Actually Paid to CEO” for Dennis L. Degner, the following amounts were deducted from or added (as applicable) to our CEO’s total compensation as reported in the SCT:

  137. Pay Versus Performance

    | | SCT for CEO Dennis L. Degner | Reported Value of Equity Awards for CEO Dennis L. Degner(1) | Equity Award Adjustments for CEO Dennis L. Degner(2) | Compensation Actually Paid to CEO Dennis L. Degner | | 2025 | $8,375,421 | $(6,143,877) | $5,715,520 | $7,947,064 | | 2024 | $7,492,829 | $(5,131,610) | $9,552,345 | $11,913,564 | | 2023 | $6,181,944 | $(3,925,016) | $8,968,027 | $11,224,955 |

  138. Pay Versus Performance

    (1) Represents the grant date fair value of equity awards granted to our CEO as reported in the “Stock Awards” column in the SCT. (2) Represents the year-over-year change in the fair value of equity awards to our CEO.

  139. Pay Versus Performance

    | Fair Value of Equity Awards for CEO – Dennis L. Degner | 2025 | 2024 | 2023 | | As of year-end for awards granted during the year | $5,613,765 | $6,991,008 | $4,950,314 | | Year-over-year increase of unvested awards granted in prior years | (414,208) | 2,184,499 | 3,142,953 | | Increase from prior year-end for awards that vested during the year | 515,962 | 376,837 | 874,760 | | TOTAL EQUITY AWARD ADJUSTMENTS FOR CEO – DENNIS L. DEGNER | $5,715,520 | $9,552,345 | $8,968,027 |

  140. Pay Versus Performance

    | 59 | |

  141. Pay Versus Performance

    Column (e). To calculate the amounts in “Average Compensation Actually Paid to Remaining NEOs” column in the table above, the following amounts were deducted from or added (as applicable) to our remaining NEOs total compensation as reported in the SCT:

  142. Pay Versus Performance

    | | Average SCT for Remaining NEOs | Average Reported Value of Equity Awards for Remaining NEOs | Average Equity Award Adjustments for Remaining NEOs | Average Compensation Actually Paid to Remaining NEOs | | 2025 | $2,572,274 | $(1,607,161) | $1,306,553 | $2,271,665 | | 2024 | $2,426,926 | $(1,415,158) | $2,481,400 | $3,493,169 | | 2023 | $2,423,058 | $(1,324,995) | $2,487,878 | $3,585,941 | | 2022 | $2,658,371 | $(1,749,985) | $6,287,102 | $7,195,488 | | 2021 | $2,853,780 | $(1,744,995) | $9,694,287 | $10,803,072 |

  143. Pay Versus Performance

    | Average Fair Value of Equity Awards for Remaining NEOs | 2025 | 2024 | 2023 | 2022 | 2021 | | As of year-end for awards granted during the year | $1,304,635 | $1,788,384 | $1,445,579 | $2,132,512 | $3,394,488 | | Year-over-year increase of unvested awards granted in prior years | (144,386) | 601,154 | 864,425 | 2,833,707 | 5,432,421 | | Increase (decrease) from prior year-end for awards that vested during the year | 146,304 | 91,862 | 177,874 | 1,320,883 | 867,378 | | TOTAL EQUITY AWARD ADJUSTMENTS FOR REMAINING NEOS | $1,306,553 | $2,481,400 | $2,487,878 | $6,287,102 | $9,694,287 |

  144. Pay Versus Performance

    The charts below reflect that the CAP over the five-year period ended December 31, 2025, aligns to the trend in our TSR, net income (loss) and net debt results over the same period. CAP, as required under SEC rules, reflects adjusted values to unvested and vested equity awards during the years shown in the table based on year-end stock prices, various accounting valuation assumptions and projected performance modifiers but does not reflect actual amounts paid out for those awards. CAP generally fluctuates due to stock price achievements and projected and actual achievement of performance goals.