1 unchanged sentence
Conversion of Certain Convertible Notes
−Removed: In June 2022, we received notices from holders of the Convertible Notes requesting the conversion of the aggregate principal of Convertible Notes stated in the table below (the Converted Notes).
+Added: In September 2022, we received notices from holders of the Convertible Notes requesting the conversion of the aggregate principal of Convertible Notes stated in the table below (the Converted Notes).
We settled the conversion of the Converted Notes by issuing to the converting holders of the Converted Notes shares of EQT common stock.
2 unchanged sentences
(Thousands) (Thousands)
−Removed: July 1, 2022 $ 3 201 $ 7
−Removed: July 5, 2022 2 134 5
+Added: October 3, 2022 $ 1 67 $ 3
+Added: October 4, 2022 9 607 24
Repurchases of Equity Securities
−Removed: We did not repurchase any equity securities registered under Section 12 of the Exchange Act during the three months ended June 30, 2022.
−Removed: On December 13, 2021, we announced that our Board of Directors approved a share repurchase program to repurchase shares of our outstanding common stock for an aggregate purchase price of up to $1 billion, excluding fees, commissions and expenses.
−Removed: Pursuant to the share repurchase authority, we may repurchase shares from time to time in the open market or in privately negotiated transactions.
−Removed: The share repurchase authority does not obligate us to acquire any specific number of shares, was effective immediately and is valid through December 31, 2023.
−Removed: We did not repurchase any shares pursuant to the share repurchase authority during the three months ended June 30, 2022.
−Removed: As of June 30, 2022, we had purchased shares for an aggregate purchase price of $229.2 million, excluding fees, commissions and expenses, under this authorization since its inception.
+Added: The following table sets forth our repurchases of equity securities registered under Section 12 of the Exchange Act that have occurred during the three months ended September 30, 2022.
+Added: Total number of shares purchased Average price paid
+Added: per share (b) Total number of shares purchased as part of
+Added: publicly announced plans or programs (c) Approximate dollar value of shares that may
+Added: yet be purchased under the plans or programs (c)
+Added: July 1, 2022 – July 31, 2022 — $ — — $ 770,784,573
+Added: August 1, 2022 – August 31, 2022 (a) 66,718 41.34 — 770,784,573
+Added: September 1, 2022 – September 30, 2022 1,768,356 42.41 1,768,356 1,695,784,616
+Added: Total 1,835,074 1,768,356
+Added: (a) In August 2022, we withheld 66,718 shares to pay taxes upon vesting of restricted stock.
+Added: There were no shares withheld to pay taxes upon vesting of restricted stock in July and September 2022.
+Added: (b) Excludes any fees, commissions or other expenses associated with the share repurchases.
+Added: (c) On December 13, 2021, we announced that our Board of Directors approved a share repurchase program authorizing us to repurchase shares of our outstanding common stock for an aggregate purchase price of up to $1 billion, excluding fees, commissions and expenses.
+Added: On September 6, 2022, we announced that our Board of Directors approved a $1 billion increase to the share repurchase program announced on December 13, 2021, pursuant to which approval we are authorized to repurchase shares of our outstanding common stock for an aggregate purchase price of up to $2 billion, excluding fees, commissions and expenses.
+Added: Repurchases under the share repurchase program may be made from time to time in amounts and at prices we deem appropriate and will be subject to a variety of factors, including the market price of our common stock, general market and economic conditions, applicable legal requirements and other considerations.
+Added: The share repurchase program expires December 31, 2023 but may be suspended, modified or discontinued at any time without prior notice.
+Added: As of September 30, 2022, we had purchased shares under this authorization for an aggregate purchase price of $304.2 million, excluding fees, commissions and expenses.
+Added: The total number of shares purchased and the approximate dollar value of shares that may yet be purchased under our repurchase authority reported in this table reflect shares purchased in each month based on the trade date;
+Added: however, certain purchases may not have settled until the following month.
Description Method of Filing
+Added: Purchase Agreement, dated September 6, 2022, among THQ Appalachia I, LLC, THQ-XcL Holdings I, LLC, the subsidiaries of the foregoing entities named on the signature pages thereto, EQT Production Company and EQT Corporation.
+Added: Incorporated herein by reference to Exhibit 2.1 to Form 8-K (#001-3551) filed on September 7, 2022.
Restated Articles of Incorporation of EQT Corporation (as amended through November 13, 2017).
6 unchanged sentences
Incorporated herein by reference to Exhibit 3.4 to Form 8-K (#001-3551) filed on May 4, 2020.
−Removed: Amendment to the EQT Corporation 2020 Long-Term Incentive Plan.
−Removed: Incorporated by reference to Exhibit 99.2 to Form S-8 (#333-264423) filed on April 21, 2022.
−Removed: Third Amended and Restated Credit Agreement, dated as of June 28, 2022, among EQT Corporation, PNC Bank, National Association, as Administrative Agent, Swing Line Lender and L/C Issuer, and the other lenders party thereto.
−Removed: Incorporated herein by reference to Exhibit 10.1 to Form 8-K (#001-3551) filed on June 28, 2022.
−Removed: Letter Agreement (Tesla North Well Pad), dated April 29, 2022, among EQT Corporation, EQT Production Company, Rice Drilling B LLC, EQT Energy, LLC and EQM Gathering Opco, LLC, amending that certain Gas Gathering and Compression Agreement, dated February 26, 2020, as amended and restated.
−Removed: Filed herewith as Exhibit 10.03(a).
−Removed: Letter Agreement (King Hippo Pad Buyback Gas), dated June 10, 2022, among EQT Corporation, EQT Production Company, Rice Drilling B LLC, EQT Energy, LLC and EQM Gathering Opco, LLC, amending that certain Gas Gathering and Compression Agreement, dated February 26, 2020, as amended and restated.
−Removed: Filed herewith as Exhibit 10.03(b).
+Added: Fourteenth Supplemental Indenture, dated October 4, 2022, between EQT Corporation and The Bank of New York Mellon, as trustee, pursuant to which the 5.678% Senior Notes due 2025 were issued.
+Added: Incorporated by reference to Exhibit 4.3 to Form 8-K (#001-3551) filed on October 4, 2022.
+Added: Fifteenth Supplemental Indenture, dated October 4, 2022, between EQT Corporation and The Bank of New York Mellon, as trustee, pursuant to which the 5.700% Senior Notes due 2028 were issued.
+Added: Incorporated by reference to Exhibit 4.5 to Form 8-K (#001-3551) filed on October 4, 2022.
+Added: Letter Agreement (Whipkey Interim Flow), dated September 19, 2022, among EQT Corporation, EQT Production Company, Rice Drilling B LLC, EQT Energy, LLC and EQM Gathering Opco, LLC, amending that certain Gas Gathering and Compression Agreement, dated February 26, 2020, as amended.
+Added: Filed herewith as Exhibit 10.01.
Rule 13(a)-14(a) Certification of Principal Executive Officer.
10 unchanged sentences
EQT Corporation agrees to furnish an unredacted, supplemental copy (including any omitted schedule or attachment) to the SEC upon request.
−Removed: Redactions and omissions are designated with brackets containing asterisks.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
1 unchanged sentence
Chief Financial Officer
−Removed: July 28, 2022
+Added: October 27, 2022
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.