RANGE RESOURCES CORP

LOOKING AHEAD: 2025 Compensa tion Program

The Compensation Committee worked with Meridian to develop and implement the Range 2025 compensation program. The following decisions have been made for 2025:

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Increased certain NEO base salaries between 3% and 7%;

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Maintained our CEO and CFO Long-Term Incentive grant mix at 60% Performance-Based Restricted Stock and 40% Time-Based Restricted Stock;

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Maintained Senior Vice Presidents Long-Term Incentive grant mix at 50% Performance-Based Restricted Stock and 50% Time-Based Restricted Stock;

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Maintained Vice Presidents Long-Term Incentive grant mix at 30% Performance-Based Restricted Stock and 70% Time-Based Restricted Stock;

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Maintained target Annual Cash Incentive Payouts at 120% for our CEO; 100% for our CFO; 75% for our Senior Vice Presidents which reflects no change from the prior year;

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Increased weighting of Free Cash Flow within the Annual Cash Incentive performance targets to further our goal to be resilient through commodity price cycles;

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Updated the Performance Peer Group for the purposes of evaluating our relative TSR performance to replace Permian Resources Corporation with Ovintiv, Inc; and

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Maintained Long-Term Performance-based Incentive grants for 2025 to only include relative and absolute TSR grants. If the absolute return is negative, the payout is capped at 100%.

Salary

The criteria evaluated by the Compensation Committee in setting 2025 executive salary increases were consistent with the criteria evaluated in setting 2024 executive salary increases.

In February 2025, Meridian reviewed all NEOs’ salaries against those of our Peer Group while utilizing various surveys and industry data. Based on the data provided, the CEO subsequently recommended NEO base salary increases to the Compensation Committee outside of his own. The Compensation Committee determined the CEO salary increase independent of the CEO's input while considering all data presented. The Compensation Committee approved salary increases ranging from 3% to 7%, with NEOs which were below market receiving the higher salary increases. With this input and upon further discussion, the Committee recommended, and the Board approved, the following salaries effective February 2025.

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Bonus

The 2025 performance criteria, weighting and target levels of achievement with respect to each of the 2025 Annual Cash Incentives criterion are shown in the table below.

(1)

This measure includes environmental, health and safety performance quantitative metrics and other strategic considerations.

The 2025 performance criteria, weighting and performance achievement levels were selected based on discussions with management and the independent compensation consultants, and are consistent with the 2024 bonus criteria.

LTI Program

In 2025, the Performance Peer Group started with the Compensation Peer Group, as defined below, plus the SPDR S&P Midcap 400 index and the SPDR S&P Oil and Gas E&P ETF along with assigning a weighting of “two times” to six Compensation Peer Group companies that have the highest percentage of dry-gas reserves.

The following table details Long-Term Incentive grants for 2025:

The table below shows potential payouts based on relative TSR performance for the TSR-PSUs granted in February 2025. There are six companies in the 2025 Performance Peer Group that are assigned a weighting of “two times.” Refer to page 44 for the 2025 Performance Peer Group.

(1)

If absolute TSR is negative over the performance period, the payout is capped at 100%, irrespective of ranking within the peer group.

WHAT INFORMS OUR PAY

Differentiating Strategy

Our strategy is purposefully designed to differentiate Range from our peers and position us as a leader in the upstream natural gas and NGLs industry. We maintain a peer-leading reinvestment rate, enabling a comprehensive capital allocation strategy that returns cash to stockholders, reinforces our balance sheet and invests in the business. Our operational excellence is reflected in our peer-leading well cost per foot, demonstrating our ability to efficiently deliver results even in competitive environments. Our diversified marketing portfolio further enhances our resilience to market cyclicality, enabling us to capture value across various geographic markets and commodity price cycles.

We are equally committed to cultivating a strong team-oriented culture. Our distinguished voluntary turnover rate underscores our ability to attract and retain top talent, which is further strengthened by our unique approach of granting equity-based compensation to all full-time employees. Additionally, our exemplary safety and environmental practices reflect our commitment to protecting our employees and minimizing our environmental impact while upholding the highest standards of operational integrity.

These differentiators collectively position Range as an industry leader and exemplify our focus on delivering long-term value to stockholders.

Stockholder Input

Stockholders have supported our compensation program with an average of 97% of votes cast in favor of say-on-pay over the past three years, including a 98% approval vote in 2024.

We regularly offer meetings to our stockholders. In 2024, we reached out to stockholders representing 65%+ of our outstanding shares. In these meetings we discussed topics such as Board refreshment and governance, capital allocation, stockholder returns, executive compensation and our progress on stated Company strategies. These engagements helped inform the updates we have made to elements of our incentive program as well as informing Board decision making more generally.

Competitive Positioning/Role of Peer Companies

The Compensation Committee considers the following factors to create the pay mix and amounts it believes reflect appropriate internal and external pay parity:

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the 25th, 50th and 75th percentiles of the Compensation Peer Group;

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individual and total NEO direct compensation versus those in our Compensation Peer Group, enabling comparison of our total cost of management versus peers;

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individual performance;

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tenure;

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Company performance; and

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relative one-year and three-year stock price performance.

To create an appropriate Compensation Peer Group, the Committee, with compensation consultant input, focuses on companies that:

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engage in the exploration and production of natural gas and oil resources and

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have enterprise values, market capitalizations and total assets that place our Company near the median.

The Committee makes additions or deletions to the Compensation Peer Group typically in the last quarter of each calendar year, including, where appropriate, adjusting companies that were acquired or merged during the year. This analysis and consultant input led the Committee to remove Southwestern Energy Company (acquired by Chesapeake Energy Corporation to form Expand Energy Corporation), remove Callon Petroleum Company (acquired by Apache Corporation), remove Marathon Oil Corporation

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(acquired by Conoco Phillips) and replace Permian Resources Corporation with Ovintiv, Inc. The chart below describes the oil and gas exploration and production companies that have been included in the Compensation Peer Group in the last two years:

“ ” denotes companies included in our Peer Group

(a)

Callon Petroleum Company is included through February 2024 when it was acquired by Apache Corporation. Marathon Oil Corporation is included through November 2024 when it was acquired by Conoco Phillips. Southwestern Energy Company is included through October 2024 when it was acquired by Chesapeake Energy Corporation to form Expand Energy Corporation.

The Compensation Committee also designates a Performance Peer Group for evaluating relative TSR performance. For 2025, the Compensation Committee started with the Compensation Peer Group detailed above, added the SPDR S&P Midcap 400 index and SPDR S&P Oil & Gas E&P ETF. Furthermore, the Compensation Committee assigned a weighting of “two times” to each of the six 2025 Compensation Peer Group companies that had the highest percentage of natural gas reserves, which focuses on companies most similar to us. The six companies that are included twice are Antero Resources Corporation, CNX Resources Corporation, Comstock Resources, Inc., Coterra Energy Inc., EQT Corporation, and Expand Energy Corporation.

Impact of Prior Equity Awards on Current Awards – No Repricing or Cash Buyouts

Each year, the Compensation Committee grants long-term equity incentive awards based on the prior year’s relative performance of the Company to the Peer Group, which generally vest at the end of three years, for retention purposes. Because the equity grants are determined annually based on the Company’s actual performance for the year for which the compensation is being paid, the Compensation Committee does not feel it is appropriate to consider past awards and adjust compensation (including long-term equity awards). Likewise, the Committee does not compensate employees with additional amounts if the value of prior grants of long-term equity awards is lower than valued at the time of the grant, thus the Committee does not re-price equity awards or pay cash buy outs for equity awards that are not “in the money.” In this way, the Committee believes that the actual performance of the Company directly affects the compensation employees receive from equity awards. The Committee also applies this philosophy to the use of Performance Units, which are designed so that the payout varies between 0% to 200% of the number of shares initially awarded.

Tax Deductibility of Compensation

The Tax Cuts and Jobs Act of 2017 enacted in December 2017, expands the definition of what types of compensation are subject to the $1,000,000 limitation under Section 162(m) to include performance-based compensation and includes the CFO as a covered employee. In addition, the new rule expands the definition of a “covered employee” to include any individuals who have previously been a covered employee for any years after December 31, 2016. Thus, once an individual is identified as one of the top 5 covered employees, the $1,000,000 deduction limitation applies to compensation paid to that individual, even after the individual no longer holds that position or has separated from service. Tax deductibility is only one factor considered when setting compensation, therefore certain compensation paid to executive officers may not be deductible.

Policy for Recovery of Compensation (Clawback Policy)

The Company will seek to recover reasonably promptly from each covered officer (as defined in our clawback policy) the covered compensation that was received by such covered officer in the event that the Company is required to prepare an accounting restatement due to the material noncompliance of the Company with any financial reporting requirement under applicable securities laws, including any required accounting restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements, or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period. The Compensation Committee shall be responsible for determining, in its reasonable discretion, the amount of covered compensation to be recovered from each covered officer.

Grant Timing

The Compensation Committee grants equity as dictated by its normal processes andhas not, and does not, spring load or otherwise time equity grants in coordination with the release of material non-public information.

No employee has attempted to time LTI award grants by making grant recommendations to the Compensation Committee. Certain executives are authorized to recommend to the Committee the granting of awards for market reasons such as awards to new or promoted personnel or to retain key employees. The Committee may or may not accept such recommendations. Range does not currently grant new awards of stock options, stock appreciation rights, or similar option-like instruments.

HOW WE OVERSEE OUR PAY

Role of Independent Compensation Committee

The Compensation Committee is responsible for establishing and overseeing our executive compensation program and policies to align them with our compensation philosophy. In making such decisions, the Committee considers a variety of factors, including views expressed by stockholders and stockholder advisory groups, information provided by our independent compensation consultant, our CEO’s input, Peer Group data, each executive’s experience in the role, Company and individual performance, internal and external pay parity and any other information the Committee deems relevant. The Committee is responsible for all compensation decisions involving our CEO and other officers.

At the end of the 2023 compensation cycle, our CEO submitted adjustments to the salary, bonus and LTI awards payable to all NEOs (except himself), Senior Vice Presidents and Vice Presidents to the Compensation Committee. The Compensation Committee considers the recommendations of our CEO, in addition to the other factors described in this CD&A, in setting our executive officer and other officer compensation. The CEO is not present during deliberations by the Compensation Committee regarding his own compensation. The Committee’s independent consultant provides analysis and recommendations for Mr. Degner for consideration by our Compensation Committee.

Regarding specific pay elements:

The Compensation Committee reviews salaries annually, at the time of a promotion or changes in responsibilities, and/or when market conditions warrant.

The Compensation Committee develops the performance criteria for the bonus, reviews the performance criteria with the independent compensation consultants and then discusses the performance criteria with our CEO and CFO. The

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Committee then sets the criteria as well as the weighting and performance achievement levels necessary to calculate bonus based upon payout percentages established for our NEOs. For 2024, the performance criteria were based upon either industry competitive levels or our annual business plan (the “Annual Business Plan”). Our Annual Business Plan is a forecast of expected business results for the applicable fiscal year based upon certain assumptions made by our management.

The Compensation Committee believes that the performance criteria, taken together, are strong objective indicators of the Company’s performance, thus similar factors are typically used in determining the Company’s performance relative to its Peer Group for setting total compensation and long-term incentive equity awards. Target bonuses are determined as a percentage of each NEO’s salary. This target percentage is established through an analysis of compensation for comparable positions in the Peer Group and is intended to provide competitive compensation if the Company achieves its performance criteria.

Role of Senior Management

In addition to the above, at the request of the Compensation Committee, our CEO and our CFO attend certain meetings and working sessions of the Compensation Committee. Senior members of the human resources team and other members of senior management interact with the compensation consultant as necessary and prepare materials for Compensation Committee meetings.

Role of Independent Compensation Consultants

In 2024, the Compensation Committee directly engaged Meridian as its independent compensation consultant to advise the Committee on executive compensation matters. In 2024, the Company paid Meridian a total of $239,000 for consulting services related to executive and director compensation.

Meridian reports directly to the Compensation Committee, participates in Committee meetings, reviews Committee materials, and provides advice to the Committee upon request. Additionally, Meridian updates the Committee on trends and issues in executive pay, comments on the competitiveness and reasonableness of our compensation programs and assists in the development and review of the annual bonus and long-term incentive programs.

Risk Assessment of Compensation Policies and Practices

Although the majority of the executive pay is performance-based, the Compensation Committee believes the program does not encourage unnecessary or excessive risk-taking. The Compensation Committee believes that any potential risk of the executive compensation program influencing behavior that could be inconsistent with the overall interests of Range and its stockholders is mitigated by several factors, including:

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Program elements use both annual and longer-term performance periods;

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Use of an external performance metric, TSR, for a large portion of our NEO’s long-term incentive opportunity;

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Relative nature of the TSR measure, which intends to reflect Range’s individual performance and not change in value related to fluctuations in commodity prices;

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Forfeiture and recoupment provisions for awards in the event of violations of Range’s Code of Business Conduct;

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Payouts of LTI awards that are 100% in stock rather than cash; and

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Meaningful stock ownership guidelines for executives that encourage a long-term perspective.