EQT Corp

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This summary highlights information about EQT Corporation (“EQT,” the “Company,” “we,” “us,” or “our”) and the upcoming 2026 Annual Meeting of Shareholders (the “2026 Annual Meeting”). As it is only a summary, please review the complete proxy statement and EQT’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Annual Report”) before you vote. The proxy statement and the 2025 Annual Report will be first mailed or released to shareholders on or about March 2, 2026.

2026 Annual Meeting of Shareholders

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Even if you plan to attend the virtual meeting,

we encourage you to vote by proxy as soon as possible.

Voting Matters and Board Recommendations

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How to Vote

Please review the proxy statement and vote your shares as soon as possible. We offer a number of ways for you to vote your shares. Voting instructions are included in the Notice of Internet Availability of Proxy Materials and the proxy card. If you are a beneficial owner and your shares are held by a bank, broker, or other nominee (i.e., in “street name”), you should follow the voting instructions provided to you by that firm. Although most banks and brokers now offer voting by mail, telephone, and on the Internet, availability and specific procedures, including voting deadlines, will depend on their voting arrangements.

We offer the following methods to vote your shares:

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Have your proxy card or notice with your control number available and follow the instructions

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The deadline to vote by phone, or by internet, if you are not attending the virtual meeting, is 11:59 p.m. Eastern Time on April 13, 2026

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If you vote by telephone or electronically, you do not need to return a proxy card

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Director Nominees

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Our Board of Directors (the “Board”) is pleased to nominate the director candidates listed below. Each director nominee has consented to being named in this proxy statement and to serve as a director if elected.

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Snapshot of Director Nominees

Our director nominees are highly qualified and, collectively, bring a diverse and complementary mix of skills, experiences, and backgrounds, with independent directors comprising 80% of the Board. As reflected in the graphics below, our Board also benefits from gender and racial and ethnic diversity.

(1)

This chart highlights the number of directors with particular skills and experience in each area, as informed by their education, background, and professional experience.

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Governance Highlights

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Corporate Governance Practices

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Sustainability Highlights

We are committed to responsibly developing our world-class asset base in the core of the Appalachian Basin while supporting reliable natural gas supply for domestic and global demand. Our approach emphasizes safe and reliable operations, environmental stewardship, job creation, and long-term value creation for our communities and the broader economy. We recognize decarbonization as a sustainability issue impacting all industries and actively address climate-related risks and opportunities through Board and management oversight. In 2025, we advanced initiatives aligned with our strategic priorities and long-term value creation objectives.

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(1)

EQT’s “net zero” achievement was based on (i) EQT’s 2024 Scope 1 GHG emissions, as reported to the Environmental Protection Agency (“EPA”) under the EPA’s Greenhouse Gas Reporting Program Subpart W for the onshore petroleum and natural gas production segment and the gathering and boosting segment, plus (ii) EQT’s 2024 Scope 2 GHG emissions using the location-based method and the EPA’s Emissions & Generation Resource Integrated Database’s state emission factors for EQT’s operating areas, minus (iii) carbon offsets generated by EQT during calendar year 2024. EQT’s “net zero” claim did not include Scope 3 GHG emissions or emissions from Equitrans Midstream Corporation (“Equitrans”) and its related assets, which were acquired by the Company on July 22, 2024.

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(2)

“Bcfe” means billion cubic feet of natural gas equivalents, with one barrel of NGLs and oil being equivalent to 6,000 cubic feet of natural gas.

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(3)

Based on certificates provided under both the EO100™ Standard for Responsible Energy Development, which focuses on ESG performance, and the MiQ methane standard.

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(1)

References to EQT being “net zero” in the 2024 ESG Report were based on (i) EQT’s 2024 Scope 1 GHG emissions, as reported to the EPA under the EPA’s Greenhouse Gas Reporting Program Subpart W for the onshore petroleum and natural gas production segment and the gathering and boosting segment, plus (ii) EQT’s 2024 Scope 2 GHG emissions using the location-based method and the EPA’s Emissions & Generation Resource Integrated Database’s state emission factors for EQT’s operating areas, minus (iii) carbon offsets generated by EQT during calendar year 2024. EQT’s “net zero” claim did not include Scope 3 GHG emissions or emissions from Equitrans.

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Sustainability Reporting

We expect to publish our 2025 Sustainability Report in July 2026. Our 2024 ESG Report provides additional discussion of sustainability matters that are important to us, including why sustainability matters to us and what we are doing to continually improve our sustainability performance.

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Human Capital

At EQT, our people are central to our ability to deliver long-term value for shareholders and stakeholders. Our culture, talent strategy, and leadership expectations are designed to support safe operations, strong execution, and sustained performance across the enterprise.

EQT’s culture is anchored in clear expectations for leadership, accountability, and performance. Our Employee Value Proposition “Connected by Purpose, Powered by People” reflects the connection between our mission, our people, and the work we do every day. This framework informs how we hire, lead, and develop our teams and sets consistent standards across the organization.

Employee engagement remains strong and stable, reflecting continued alignment to our cultural standards and confidence in leadership. Voluntary turnover remains low, demonstrating talent stability and retention in a competitive labor market. We actively use employee feedback to inform development priorities, communication improvements, and targeted training efforts.

We focus on retaining, promoting, and developing talent to meet both near-term operational needs and long-term strategic objectives. EQT’s newly redesigned career ladders provide clarity on role expectations, growth opportunities, and advancement pathways across departments. Leadership development remains a priority, and in 2025, new development programs were rolled out to strengthen communication, accountability, and alignment to EQT’s cultural standards. Leadership expectations are explicit and performance driven, aligning teams to the mission, empowering employees with clarity and resources, and driving results through focused metrics.

(1)

Employee engagement was measured through an employee engagement survey conducted by Energage, LLC in October 2025.

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Additionally, our cloud-based, digital work environment enables a modern, innovative, collaborative, and digitally-enabled work environment, which we use to, among other things, enhance our shared culture by engaging directly with our employees by sharing Company updates and personal accomplishments. We also leverage this platform to solicit suggestions and comments from all employees. We believe that this helps promote real-time feedback and a greater degree of employee engagement, laying the technological foundation for the success of our remote workforce.

EQT is committed to attracting, developing, and retaining a highly skilled and engaged workforce by fostering a culture that supports employees’ physical, mental, emotional, and financial well-being, while promoting fair and equitable compensation practices. We believe these priorities are critical to sustaining a workplace of choice and to supporting long-term value creation.

To help ensure our programs continue to meet the evolving needs of our employees, we conduct an annual benefits survey and use the feedback received to inform ongoing enhancements to our total

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rewards offerings. In 2025, we implemented several meaningful updates to our benefits program aimed at improving affordability, flexibility, and long-term financial security.

These enhancements included the introduction of an employer-funded Health Savings Account (HSA) contribution to help eligible employees offset upfront healthcare costs, the removal of the tobacco surcharge, and the expansion of 401(k) eligible earnings to include short-term incentive pay. We also implemented applicable SECURE 2.0 provisions for the 401(k) plan and introduced an in-plan Roth conversion, providing additional flexibility for eligible employees seeking to maximize Roth retirement savings. In addition, we launched an Executive Physical Program to support proactive health management and preventative care for eligible leaders.

Beyond these enhancements, EQT continues to offer subsidized medical, dental, and vision coverage, a discretionary Company contribution and matching program for 401(k) retirement savings, Company-paid life and accident insurance, access to an employee stock purchase plan, paid maternity and paternity leave, flexible work arrangements, volunteer time off, and a Company match on employee donations to qualified non-profit organizations. Our flexible “9/80” work schedule further supports work-life balance by allowing employees to choose arrangements that best meet their personal and professional needs.

Equity ownership is also a central element of EQT’s human capital strategy. In 2025, EQT expanded participation in its “Equity for All” program to include legacy Equitrans employees, reinforcing our commitment to broad-based ownership. Through this program, all permanent employees receive equity awards that are in addition to, and not in lieu of, existing compensation opportunities, aligning employee interests with long-term shareholder value creation.

Together, EQT’s benefits, equity ownership, and compensation practices demonstrate our continued commitment to fostering an inclusive, supportive, and ownership-driven workplace that enables employees to thrive and contribute to the Company’s long-term success.

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Shareholder Engagement

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(1)

As of September 30, 2025.​

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EQT Business Highlights

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Our operations strategy centers on the execution of large-scale, multi-pad projects, which we refer to as combo-development. Further enhancing our operations strategy is our robust midstream pipelines and services, which are synchronized with the timing of our development plan. Our synchronized development plan supports an integrated business model that keeps development costs low and limits our need to hedge future production. We believe that our operational strategy is key to delivering sustainably low well costs and higher returns on invested capital. Our business model enables us to generate durable free cash flow across commodity price cycles and we have implemented a robust capital allocation strategy directed at responsibly developing our assets and positioning us for organic growth, while also returning capital to our shareholders through a combination of debt retirements, a base dividend, and opportunistic share repurchases. We are focused on maintaining and strengthening our investment grade credit metrics, which improve our access to reliable, low-cost capital throughout market cycles.

We believe that our proprietary digital work environment, the size and contiguity of our asset base, and our robust midstream pipeline network uniquely position us to execute on a multi-decade inventory of combo-development projects in our core acreage position. Our operational strategy employs this differentiation to advance our mission of being the operator of choice for all stakeholders, while simultaneously helping to address energy security and affordability both domestically and globally.

In 2025, we maintained our focus on achieving peak performance, generating meaningful value for our shareholders. We have outlined below a few of our 2025 business highlights.

2025 Business Highlights

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Achieved sales volume of 2,382 Bcfe, with an average realized price of $3.19 per Mcfe.

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Generated $5.1 billion of net cash provided by operating activities and $2.9 billion of free cash flow.(1)

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Successfully completed the Olympus Energy Acquisition.(2)

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Increased total proved reserves by 1,782 Bcfe, or 7%, compared to 2024.

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Successfully retired $1.4 billion aggregate principal of senior notes.

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Distributed $390 million in aggregate dividends to our shareholders.

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Increased quarterly base dividend by 5% to $0.165 per share ($0.66 per share annualized).

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(1)

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(2)

The “Olympus Energy Acquisition” refers to the Company’s 2025 acquisition of certain oil and gas properties and related assets and contracts from Olympus Energy LLC, Hyperion Midstream LLC and Bow & Arrow Land Company LLC.

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The above information is described more fully in the Company’s 2025 Annual Report, which we filed with the SEC on February 18, 2026.

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Executive Compensation Highlights

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Compensation Philosophy

EQT firmly believes in pay for performance. Our executive compensation programs are designed to incentivize our executives to implement and execute our corporate strategy. Our executive compensation programs continue to be tied to our financial performance, support our commitment to good compensation governance, and provide market-based opportunities to attract, retain, and motivate our executives in an intensely competitive market for qualified talent.

2025 COMPENSATION MIX

(1)

Reflects 2025 compensation, as reported in the Summary Compensation Table, for our named executive officers (“NEOs”) other than our Chief Executive Officer. Specifically, this graphic illustrates the average of the percentages of salary, annual incentive, and equity award for 2025 for each of Messrs. Knop, Bolen, and Jordan and Ms. Fenton, as presented in the Summary Compensation Table. Company contributions to the 401(k) plan were treated as part of salary for purposes of this illustration (other than the qualified non-elective corrective contribution to the 401(k) plan for Mr. Jordan described in footnote (4) to the Summary Compensation Table, which was not included).

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For a further discussion of the alignment of the NEOs’ compensation with EQT’s performance and the Management Development and Compensation Committee’s philosophy on executive compensation, see “Compensation Philosophy” under the section entitled “Compensation Discussion and Analysis.”