Chord Energy Corp

15. Stockholders’ Equity

Authorized Shares of Common Stock

Chord stockholders approved an amendment to the Amended and Restated Certificate of Incorporation on May 14, 2024 to increase the number of authorized shares of common stock from 120,000,000 to 240,000,000 in connection with the Arrangement. The amendment became effective on May 31, 2024.

Issuance of Common Stock

Pursuant to the Arrangement Agreement, each Enerplus common share issued and outstanding immediately prior to the effective time of the Arrangement was converted into the right to receive 0.10125 shares of Chord common stock, par value $0.01 per share. As a result of the completion of the Arrangement on May 31, 2024, the Company issued 20,680,097 shares of common stock to Enerplus shareholders.

Dividends

The following table summarizes the Company’s fixed and variable dividends declared for the six months ended June 30, 2024 and 2023:

Total dividends declared in the table above includes $1.9 million and $4.3 million associated with dividend equivalent rights on unvested equity-based compensation awards for the three and six months ended June 30, 2024, respectively, and $3.8 million and $8.8 million for the three and six months ended June 30, 2023, respectively.

On August 7, 2024, the Company declared a base-plus-variable cash dividend of $2.52 per share of common stock. The dividend will be payable on September 5, 2024 to shareholders of record as of August 21, 2024.

Share Repurchase Program

During the six months ended June 30, 2024, the Company repurchased 558,579 shares of common stock at a weighted average price of $164.23 per common share for a total cost of $91.7 million. As of June 30, 2024, there was $591.3 million of capacity remaining under the Company’s $750.0 million share repurchase program.

During the six months ended June 30, 2023, the Company repurchased 319,458 shares of common stock at a weighted average price of $143.41 per common share for a total cost of $45.8 million under its previous repurchase program, which was replaced by its current $750.0 million share repurchase program.

Warrants

As of June 30, 2024, the Company had 2,161,803 warrants outstanding, comprised of (i)432,558 warrants with an exercise price of $75.57 per share that expire on November 19, 2024, (ii)774,327 warrants with an exercise price of $116.37 per share that expire on September 1, 2024 and (iii)954,918 warrants with an exercise price of $133.70 per share that expire on September 1, 2025.

During the three and six months ended June 30, 2024, there were 650,695 and 1,070,851 warrants exercised, respectively, and during the three and six months ended June 30, 2023, there were 26,488 and 109,402 warrants exercised, respectively.