CTRA Coterra Energy Inc

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Board Reconfiguration

On August 12, 2019, the board of directors (the “Board”) of Contura Energy, Inc. (the “Company”) unanimously voted to reduce the size of the Board from nine directors to five directors, including one vacancy. The Board reserved the ability to increase the size of the Board and appoint and elect additional members to the Board in the future. In order to assist with this reconfiguration of the Board, the following directors tendered their voluntary resignations from the Board, effective Monday, August 12: Neale X. Trangucci, Anthony Orlando, Harvey L. Tepner and Michael J. Ward. These resignations were not due to any disagreement with the Company.

Appointment of Chief Operating Officer

On August 12, 2019, J. Scott Kreutzer, who has served since January 2018 as the Company’s executive vice president and chief operating officer, was appointed by the Board to the position of executive vice president and chief strategy officer, effective as of August 14, 2019. Mr. Kreutzer’s compensation has not changed in connection with this appointment.

On August 11, 2019, and effective as of August 14, 2019, the Board appointed Jason E. Whitehead as the Company’s executive vice president and chief operating officer. Mr. Whitehead was previously chief operating officer and senior vice present – operations for Alpha Natural Resources Holdings, Inc. (“Alpha”) from July 2016 until Alpha’s merger with the Company in November 2018 and as Alpha’s vice president – operations from November 2012 until July 2016. He previously served in operations and operations-support roles, including executive roles, with Alpha, Massey Energy Company and numerous other coal companies. From December 2018 through April 2019, Mr. Whitehead served as an operations consultant to the Company. Mr. Whitehead holds bachelor of science degrees from Bluefield State College in civil engineering technology and architectural engineering technology and a master’s degree in business administration from the University of Charleston.

In connection with his appointment, the compensation committee of the Board has established Mr. Whitehead’s annual base salary as $475,000. Mr. Whitehead’s annual target and maximum bonus opportunities under the annual Contura Incentive Bonus Plan will be 100% and 200% of his base salary, respectively, subject to applicable performance criteria and plan terms. Mr. Whitehead will be eligible to receive an annual equity award under the Company’s Long Term Incentive Plan with a target award of 200% of his base salary and will participate in the Company’s Key Employee Separation Plan (“KESP”) with a Benefit Factor (as defined in the KESP) of 1.5, or a Benefit Factor of 2 in the event of a Covered Change in Control Termination (as defined in the KESP), in each case subject to the terms of the plan. He is also expected to enter into an indemnification agreement with the Company in the same form as the agreements that the Company has previously executed with each of its directors and executive officers. He will also be entitled to participate in benefit programs generally available to Company employees.

There are no arrangements or understandings between Mr. Whitehead and any other persons pursuant to which he was selected as an officer of the Company, and Mr. Whitehead is not related to any other executive officer or director of the Company. Mr. Whitehead has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

A copy of the press release of the Company, dated August 13, 2019, is attached to this Current Report on Form 8-K as Exhibit 99.1.