Officer Lopez Anthony William converted options into 78,282 shares and covered exercise/tax liability with 31,605 shares, increasing direct ownership by 31% to 196,727 units (SEC Form 4)
| FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Amplify Energy Corp. [ AMPY ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/01/2026 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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, par value $0.01 per share | 02/01/2026 | M | 65,641(1) | A | (1) | 215,691 | D | |||
| Common Stock, par value $0.01 per share | 02/01/2026 | M | 12,641(2) | A | (2) | 228,332 | D | |||
| Common Stock, par value $0.01 per share | 02/01/2026 | F | 31,605 | D | $5.02 | 196,727 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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 | ||||||||
| Restricted Stock Units | (3) | 02/01/2026 | M | 65,641 | (3) | (3) | Common Stock | 65,641(3) | $0 | 0 | D | ||||
| Performance Stock Units | (4) | 02/01/2026 | M | 12,641 | (4) | (4) | Common Stock | 12,641 | $0 | 0 | D | ||||
| Explanation of Responses: |
| 1. Reflects shares of common stock, par value $0.01 per share ("Common Stock") of Amplify Energy Corp. (the "Company") granted upon settlement of previously awarded restricted stock units with service-based vesting conditions ("TSUs"). |
| 2. Reflects shares of Common Stock of the Company granted upon settlement of previously awarded restricted stock units with performance and service-based vesting conditions ("PSUs"). On January 6, 2026, the Compensation Committee (the "Compensation Committee") of the Company certified the Company's relative total shareholder return performance and referenced the Company's absolute total shareholder return performance over the performance period, which ran from January 1, 2024 through December 31, 2025, resulting in 55% of the PSUs originally granted on February 1, 2024 becoming earned at 55% of the target amount. |
| 3. These TSUs were granted under the Amplify Energy Corp. Equity Incentive Plan or 2024 Equity Incentive Plan and vest on an equal basis over a three-year period and so long as the reporting person remains employed by the Company through the applicable vesting date. Each TSU represents the contingent right to receive, upon vesting, one share of Common Stock of the Company. |
| 4. These PSUs were granted under the Amplify Energy Corp. 2024 Equity Incentive Plan and vest pursuant to the Company's achievement of certain performance goals and so long as the reporting person remained employed by the Company through the vesting date. Each PSU represents a contingent right to receive, upon vesting, up to 200% of the target amount. On January 6, 2026, the Compensation Committee certified the Company's relative total shareholder return performance and referenced the Company's absolute total shareholder return performance over the performance period, which ran from January 1, 2024 through December 31, 2025, resulting in 55% of the PSUs originally granted on February 1, 2024 becoming earned at 55% of the target amount. |
| Remarks: |
| The reporting person ceased to be the SVP, Engineering & Exploitation of Amplify Energy Corp. (the "Company") effective January 31, 2026. As a result, the reporting person is no longer subject to Section 16 in connection with his transactions in the equity securities of the Company and therefore will no longer report any such transactions on Form 4 or Form 5. |
| /s/ Eric M. Willis, Attorney-in-Fact | 02/04/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||