Sec Form 4 Filing - Roemer Todd M @ Coterra Energy Inc. - 2021-10-01

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Roemer Todd M 2. Issuer Name and Ticker or Trading Symbol Coterra Energy Inc. [ CTRA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Vice Pres & CAO (Last) (First) (Middle) 840 GESSNER ROAD, SUITE 1400 3. Date of Earliest Transaction (MM/DD/YY) 10/01/2021 (Street) HOUSTON, TX77024 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 10/01/2021 A 6,012 A 75,397 D Common Stock 10/01/2021 F 2,366 D $ 22.25 73,031 D Common Stock 10/01/2021 M 18,036 A 91,067 D Common Stock 10/01/2021 F 7,098 D $ 22.25 83,969 D Common Stock 10/01/2021 A 14,423 A 98,392 D Common Stock 10/01/2021 F 5,676 D $ 22.25 92,716 D Common Stock 10/01/2021 M 28,846 A 121,562 D Common Stock 10/01/2021 F 11,351 D $ 22.25 110,211 D Common Stock 10/01/2021 A 17,223 A 127,434 D Common Stock 10/01/2021 F 6,778 D $ 22.25 120,656 D Common Stock 10/01/2021 M 25,834 A 146,490 D Common Stock 10/01/2021 F 10,166 D $ 22.25 136,324 D Common Stock 2,735 I Held in 401(k) Plan. ( 2 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Performance Shares $ 0 10/01/2021 M 18,036 ( 1 ) 10/01/2021 Common 18,036 $ 0 0 D Performance Shares $ 0 10/01/2021 M 28,846 ( 1 ) 10/01/2021 Common 28,846 $ 0 0 D Performance Shares $ 0 10/01/2021 M 25,834 ( 1 ) 10/01/2021 Common 25,834 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Roemer Todd M 840 GESSNER ROAD, SUITE 1400 HOUSTON, TX77024 Vice Pres & CAO Signatures Deidre L. Shearer, Attorney-in-Fact for Todd M. Roemer 10/05/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each performance share represented the right to receive up to one share of common stock, based on certain performance criteria in a three year performance period ending 12/31/2019, 12/31/2020 or 12/31/2021, respectively. In connection with the merger of Cimarex Energy Co. ("Cimarex") with Double C Merger Sub, a Delaware corporation ("Merger sub") and a wholly owned subsidiary of Coterra Energy Inc. ("Coterra," formerly known as Cabot Oil & Gas Corporation ) (such merger, the "Merger"), pursuant to the Agreement and Plan of Merger, dated as of May 23, 2021 by and among Coterra, Merger Sub and Cimarex (as amended on June 29, 2021, the "Merger Agreement"), the performance shares vested on the Effective Time (as defined in the Merger Agreement) at the greater of target or actual performance. The Compensation Committee of the Board of Directors certified the results on 09/28/2021, which resulted in 100% of the stock being paid out for each of the performance shares on the Effective Time. ( 2 )Based on a statement dated September 30, 2021 for shares held by the reporting person under the Cabot Oil & Gas Savings Investment Plan.

Reminder: Report on a separate line for each class of securities beneficia lly owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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