Form 4 - Statement of changes in beneficial ownership of securities
May 06 2024 - 5:00PM
Edgar (US Regulatory)
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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OMB APPROVAL |
OMB Number: |
3235-0287 |
Estimated average burden |
hours per response: |
0.5 |
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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). |
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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
CNX Resources Corp
[ CNX ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X |
Director |
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10% Owner |
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Officer (give title below) |
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Other (specify below) |
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3. Date of Earliest Transaction
(Month/Day/Year) 05/02/2024
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
Amount |
(A) or (D) |
Price |
Common shares, $0.01 par value per share |
05/02/2024 |
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A |
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7,759 |
A |
$0
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228,671
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Explanation of Responses: |
Remarks: |
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/s/ J. Palmer Clarkson by Sarah Molinero, his attorney-in-fact |
05/06/2024 |
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** 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. |
LIMITED POWER OF ATTORNEY
The undersigned, J. Palmer Clarkson, does hereby nominate, constitute and
appoint as his true and lawful attorneys-in-fact and agents with authority
limited to and as specifically set forth herein, Timothy Bedard, Sarah Molinero,
Matthew Polinsky, Lauren Proud and Matthew J. Woolensack (each hereinafter
referred to as "Attorney-in-Fact").
Each said Attorney-in-Fact hereunder shall have the authority to:
(1) act, sign, execute and deliver for and on behalf of and in the place and
stead of the undersigned (i) Form ID, including any attached documents, to
effect the assignment of codes to the undersigned to be used in the transmission
of information to the SEC using the EDGAR System; (ii) the Forms 3, 4 and 5
documents pursuant to and in accordance with Section 16 of the Securities
Exchange Act of 1934, as amended, and the rules and regulations thereunder (the
"Exchange Act"); and (iii) amendments of each thereof, in accordance with
Section 16(a) of the Exchange Act, as amended, and the rules thereunder,
including any attached documents;
(2) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4, or 5,
or any amendment thereto and timely file such form with the SEC, any stock
exchange or national association or similar authority; and
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such Attorney-in-Fact, may be of benefit to,
in the best interest of, or legally required by the undersigned, it being
understood that the documents executed by such Attorney-in-Fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such Attorney-in-Fact may approve in such
Attorney-in- Fact's discretion.
The undersigned hereby grants to each such Attorney-in-Fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such Attorney-in-Fact shall lawfully do
or cause to be done by virtue of the rights and powers herein granted. The
undersigned acknowledges that the foregoing Attorneys-in-Fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is the
Company assuming, any of the undersigned's responsibilities to comply with
Section 16 of the Exchange Act.
This Limited Power of Attorney shall be effective as of and commence on the date
set forth below and shall remain in full force and effect until the undersigned
is no longer required to file Forms 3, 4, or 5 with respect to the undersigned's
holdings of and transactions in securities issued by CNX Resources Corporation,
unless earlier revoked by the undersigned in a signed writing delivered to the
Attorneys-in-Fact.
IN WITNESS WHEREOF, I have caused this Limited Power of Attorney to be executed
this 6 day of February, 2024.
/s/ J. Palmer Clarkson
LIMITED POWER OF ATTORNEY
The undersigned, J. Palmer Clarkson, does hereby nominate, constitute and
appoint as his true and lawful attorneys-in-fact and agents with authority
limited to and as specifically set forth herein, Timothy Bedard, Sarah Molinero,
Matthew Polinsky, Lauren Proud and Matthew J. Woolensack (each hereinafter
referred to as "Attorney-in-Fact").
Each said Attorney-in-Fact hereunder shall have the authority to:
(1) act, sign, execute and deliver for and on behalf of and in the place and
stead of the undersigned (i) Form ID, including any attached documents, to
effect the assignment of codes to the undersigned to be used in the transmission
of information to the SEC using the EDGAR System; (ii) the Forms 3, 4 and 5
documents pursuant to and in accordance with Section 16 of the Securities
Exchange Act of 1934, as amended, and the rules and regulations thereunder (the
"Exchange Act"); and (iii) amendments of each thereof, in accordance with
Section 16(a) of the Exchange Act, as amended, and the rules thereunder,
including any attached documents;
(2) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4, or 5,
or any amendment thereto and timely file such form with the SEC, any stock
exchange or national association or similar authority; and
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such Attorney-in-Fact, may be of benefit to,
in the best interest of, or legally required by the undersigned, it being
understood that the documents executed by such Attorney-in-Fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such Attorney-in-Fact may approve in such
Attorney-in- Fact's discretion.
The undersigned hereby grants to each such Attorney-in-Fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such Attorney-in-Fact shall lawfully do
or cause to be done by virtue of the rights and powers herein granted. The
undersigned acknowledges that the foregoing Attorneys-in-Fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is the
Company assuming, any of the undersigned's responsibilities to comply with
Section 16 of the Exchange Act.
This Limited Power of Attorney shall be effective as of and commence on the date
set forth below and shall remain in full force and effect until the undersigned
is no longer required to file Forms 3, 4, or 5 with respect to the undersigned's
holdings of and transactions in securities issued by CNX Resources Corporation,
unless earlier revoked by the undersigned in a signed writing delivered to the
Attorneys-in-Fact.
IN WITNESS WHEREOF, I have caused this Limited Power of Attorney to be executed
this 6 day of February, 2024.
/s/ J. Palmer Clarkson
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