Explanation of
Responses: |
(1) |
On May 5, 2022, the
Compensation Committee (the "Compensation Committee") of Antero
Resources Corp. (the "Issuer") certified the Issuer's absolute
total shareholder return ("TSR") performance over the second
performance period, which ran from April 15, 2021 through April 15,
2022, at the maximum level, resulting in 25% of the performance
share units ("PSUs") originally granted on July 15, 2020 that vest
based on absolute TSR becoming earned at 150% of the target amount
granted. These PSUs remain outstanding and subject to service-based
vesting requirements until April 15, 2023. |
(2) |
Includes 479,395 shares of
common stock of the Issuer ("Common Stock") subject to previously
granted restricted stock unit awards ("RSUs") and 188,436 shares of
Common Stock subject to previously granted PSUs, in each case, that
remain subject to vesting. |
(3) |
On May 5, 2022, the
Compensation Committee certified the Issuer's absolute TSR
performance over the first performance period, which ran from April
15, 2021 through April 15, 2022, at the maximum level, resulting in
25% of the PSUs originally granted on April 15, 2021 that vest
based on absolute TSR becoming earned at 200% of the target amount
granted. These PSUs remain outstanding and subject to service-based
vesting requirements until April 15, 2024. |
(4) |
Includes 479,395 shares of
Common Stock subject to previously granted RSUs and 247,522 shares
of Common Stock subject to previously granted PSUs, in each case,
that remain subject to vesting. |
(5) |
On May 5, 2022, the
Compensation Committee certified the Issuer's relative TSR
performance over the second performance period, which ran from
April 15, 2021 through April 15, 2022, at the maximum level,
resulting in 25% of the PSUs originally granted on July 15, 2020
that vest based on relative TSR becoming earned at 150% of the
target amount granted. These PSUs remain outstanding and subject to
service-based vesting requirements until April 15,
2023. |
(6) |
Includes 479,395 shares of
Common Stock subject to previously granted RSUs and 310,334 shares
of Common Stock subject to previously granted PSUs, in each case,
that remain subject to vesting. |
(7) |
On May 5, 2022, the
Compensation Committee certified the Issuer's net debt to adjusted
EBITDAX multiple over the first performance period, which ran from
January 1, 2021 through December 31, 2021, at the maximum level,
resulting in 33% of the PSUs originally granted on April 15, 2021
that vest based on the Issuer's net debt to adjusted EBITDAX
multiple becoming earned at 200% of the target amount granted.
These PSUs remain outstanding and subject to service-based vesting
requirements until December 31, 2023. |
(8) |
Includes 479,395 shares of
Common Stock subject to previously granted RSUs and 389,114 shares
of Common Stock subject to previously granted PSUs, in each case,
that remain subject to vesting. |
(9) |
Includes 2,822,552 shares of
Common Stock held by Salisbury Investment Holdings LLC
("Salisbury") and 2,461,712 shares of Common Stock held by
Mockingbird Investments LLC ("Mockingbird"). The Reporting Person
owns a 95% limited liability company interest in Salisbury and his
spouse owns the remaining 5%. The Reporting Person owns a 13.1874%
limited liability company interest in Mockingbird and two trusts
under his control own the remaining 86.8126%. The Reporting Person
disclaims beneficial ownership of all shares of Common Stock held
by Salisbury and Mockingbird except to the extent of his pecuniary
interest therein. |
(10) |
Each PSU represented a
contingent right to receive one share of Common Stock. |
(11) |
Vesting of these PSUs
granted on July 15, 2020 is contingent upon the achievement of both
a performance and service requirement. One-half of the remaining
83,750 PSUs will become earned based on the Issuer's absolute TSR
over the course of each of performance period three (beginning on
April 15, 2022 and ending on April 15, 2023) and performance period
four (beginning on July 15, 2020 and ending on April 15,
2023). |
(12) |
Vesting of these PSUs
granted on April 15, 2021 is contingent upon the achievement of
both a performance and service requirement. One-third of the
remaining 88,629 PSUs will become earned based on the Issuer's
absolute TSR over the course of each of performance period two
(beginning on April 15, 2022 and ending on April 15, 2023),
performance period three (beginning on April 15, 2023 and ending on
April 15, 2024) and performance period four (beginning on April 15,
2021 and ending on April 15, 2024). |