Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 20, 2023 (October 17, 2023)

RANGE RESOURCES CORPORATION

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-12209	34-1312571
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

100 Throckmorton Street, Suite 1200 Fort Worth, Texas		76102
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (817) 870-2601

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):


☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading
Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

RRC

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

On October 17, 2023, the Board of Directors (the “Board”) of Range Resources Corporation (the “Company”) appointed Mr. Charles G. Griffie as a director, to serve through the annual meeting of stockholders to be held in May 2024. Mr. Griffie has been appointed to serve on the Nominating and Governance Committee and the ESG and Safety Committee.

There are no understandings or arrangements between Mr. Griffie and any other person pursuant to which Mr. Griffie was selected to serve as a director of the Board. There are no relationships between Mr. Griffie and the Company or any of its subsidiaries that would require disclosure pursuant to Item 404(a) of Regulation S-K.

Mr. Griffie will be entitled to the same compensation as other non-employee directors; namely, (a) an $80,000 annual cash retainer, payable quarterly, prorated for any partial quarter, (b) $200,000 annual grant of restricted stock or cash equivalent, prorated for service of less than a full year, which will vest on the last day of the current Board term in May 2024, (c) a director indemnification agreement with the Company and (d) additional benefits as described in the Company’s definitive proxy statement delivered to its stockholders in connection with the 2023 annual meeting of stockholders and filed with the Securities and Exchange Commission on March 30, 2023.

Item 7.01 Regulation FD Disclosure.

Mr. Griffie has more than 25 years of experience in the oil and gas industry, with a focus in midstream and E&P operations, where he oversaw the development and operations of large-scale oil and gas assets. Mr. Griffie previously served as the Senior Vice President of Engineering and Operations at Western Midstream Partners LP. Mr. Griffie holds a master’s degree in business administration from the University of Colorado and an undergraduate degree in mechanical engineering also from the University of Colorado. He has also completed the Program for Leadership Development-Executive Education at Harvard Business School.

The Board has determined that Mr. Griffie is an independent director.

ITEM 9.01 Financial Statements and Exhibits

(d) Exhibits:

99.1 Press Release dated October 20, 2023

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


RANGE RESOURCES CORPORATION

By:	/s/ ERIN W. MCDOWELL
	Erin W. McDowell
	Senior Vice President and General Counsel and Corporate Secretary

Date: October 20, 2023

Exhibit 99.1

NEWS RELEASE

Charles Griffie Appointed as Range Director

FORT WORTH, TEXAS, October 20, 2023…RANGE RESOURCES CORPORATION (NYSE: RRC) today announced the appointment of Charles G. Griffie to its Board of Directors. Mr. Griffie’s appointment is effective October 17 and he will serve on Range’s Governance and Nominating and ESG and Safety committees.

Range Chairman, Greg Maxwell stated, “We are excited to announce the addition of Charles Griffie to the Range board as part of our ongoing refreshment process. Mr. Griffie has an extensive background in the oil and gas industry with expertise in managing midstream assets. His leadership in the industry and strategic marketing background make him an excellent addition to Range’s Board as the Company continues to harvest the value of its high-quality Appalachian inventory.”

Mr. Griffie has more than 25 years of experience in the oil and gas industry, with a focus in midstream and E&P operations, where he oversaw the development and operations of large-scale oil and gas assets. Mr. Griffie previously served as the Senior Vice President of Engineering and Operations at Western Midstream Partners, LP. Mr. Griffie also worked in the Appalachian Basin and was a founding executive and Senior Vice President of Operations, Midstream & Marketing for Olympus Energy. Prior to that, Mr. Griffie had an extensive career with Anadarko Petroleum Corporation where he worked in various roles of responsibility.

Mr. Griffie earned a bachelor’s degree in mechanical engineering and an MBA from the University of Colorado at Denver. He also completed the Program for Leadership Development – Executive Education at Harvard Business School. Mr. Griffie was recently recognized by the National Diversity Council as a top 100 Black Executive and top 100 Diverse Leaders in Energy.

RANGE RESOURCES CORPORATION (NYSE: RRC) is a leading U.S. independent natural gas and NGL producer with operations focused in the Appalachian Basin. The Company is headquartered in Fort Worth, Texas. More information about Range can be found at www.rangeresources.com.

Range Investor Contact:

Laith Sando, Vice President – Investor Relations
817-869-4267
lsando@rangeresources.com

Range Media Contact:

Mark Windle, Director of Corporate Communications
724-873-3223
mwindle@rangeresources.com

Document and Entity Information	Oct. 17, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 17, 2023
Entity Registrant Name	RANGE RESOURCES CORP
Entity Central Index Key	0000315852
Entity Emerging Growth Company	false
Entity File Number	001-12209
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	34-1312571
Entity Address, Address Line One	100 Throckmorton Street
Entity Address, Address Line Two	Suite 1200
Entity Address, City or Town	Fort Worth
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	76102
City Area Code	817
Local Phone Number	870-2601
Entity Information, Former Legal or Registered Name	Not Applicable
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Security 12b Title	Common Stock, $0.01 par value
Trading Symbol	RRC
Security Exchange Name	NYSE