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.

On November 23, 2020, the Board of Directors (the “Board”) of Contura Energy, Inc. (the “Company”) appointed Michael J. Quillen to serve as a director of the Company, effective immediately. Mr. Quillen has been appointed as the Board’s lead independent director and will also serve on the Board’s Audit Committee, Compensation Committee and Nominating and Corporate Governance Committee.

Mr. Quillen (72) is a director of Martin Marietta Materials, Inc., where he chairs the Finance Committee and serves on the Compensation Committee. In addition to his board service at Martin Marietta, Mr. Quillen manages Quillen Properties LLC and MJQ LLC and has served as an advisor on mining, energy, economic development and transportation issues from 2012. Over the course of his career, Mr. Quillen has held several executive roles in the mining industry including as chief executive officer and chairman of the board of Alpha Natural Resources, Inc., which he founded in 2002. Prior to Alpha, he was one of the founders of Whitehaven Coal Company where he was a member of the board and held senior leadership positions. Mr. Quillen served in a number of other senior roles including executive vice president of operations at American Metals & Coal International and president of coal sales at Pittston Coal Company. Mr. Quillen earned a bachelor’s degree and a master’s degree, each in civil engineering, from Virginia Polytechnic Institute and State University.

There are no arrangements or understandings between Mr. Quillen and any other persons pursuant to which he was named as a director of the Company. Neither does he have any family relationship with any of the Company’s directors or executive officers or any person nominated or chosen by the Company to be a director or executive officer, nor does he have any direct or indirect material interest in any transaction or proposed transaction required to be reported under Item 404(a) of Regulation S-K.

In connection with his service on the Board, Mr. Quillen will receive an annual cash retainer of $100,000, pro-rated for his first, partial quarter of service. He may elect to receive restricted stock units (“RSUs”) in lieu of this annual cash retainer. He will also receive an annual equity award, typically in the form of stock-settled RSUs, with a grant date fair market value of $100,000, beginning on May 1, 2021. The Compensation Committee, with Mr. Quillen abstaining, may determine in its discretion whether Mr. Quillen will receive a full or pro-rated annual RSU retainer or a special grant of RSUs in connection with his appointment to the Board. Mr. Quillen will receive an annual retainer of $20,000 for his service as lead independent director and an additional annual retainer of $20,000 for his service as chair of the Compensation Committee. He will also receive $10,000, $5,000 and $5,000 annual retainers for his service as a member of the Audit Committee, the Nominating and Corporate Governance Committee and the Safety, Health and Environmental Committee, respectively. The Company will reimburse Mr. Quillen for travel expenses incurred in connection with attending board, committee and stockholder meetings and for other business-related expenses.

A copy of the press release announcing this appointment is attached hereto as Exhibit 99.1.