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RANGE RESOURCES CORP

For the period ended May 13, 2026. Filed Mar 31, 2026.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 13, 2026 · Filed Mar 31, 2026

RRC$48.72-2.9%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 14A

PROXY STATEMENT PURSUANT TO SECTION 14(a)

OF THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No.)

Filed by the RegistrantFiled by a Party other than the Registrant

Check the appropriate box:

Preliminary Proxy Statement

Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(E)(2))

Definitive Proxy Statement

Definitive Additional Materials

Soliciting Material under §240.14a-12

RANGE RESOURCES CORPORATION

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

No fee required.

Fee paid previously with preliminary materials.

Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

RANGE RESOURCES CORPORATION

2026 Proxy Statement

Annual Meeting of Stockholders

Wednesday, May 13, 2026

8:00 a.m. Central Time

Please vote promptly by:
TELEPHONEINTERNETMAILmarking, signing and returning your proxy or voting instruction card

Dear Fellow Stockholders,

On behalf of the Board of Directors (the “Board”), we are pleased to invite you to participate in Range Resources’ 2026 Annual Meeting of Stockholders (the “Annual Meeting” or the “Meeting”). Our Annual Meeting will be held telephonically, commencing at 8:00 a.m., Central Time, on Wednesday, May 13, 2026. To access the event you will need to register at https://ir.rangeresources.com/events/event-details/2026-annual-meeting-stockholders. The attached Notice of 2026 Annual Meeting of Stockholders and Proxy Statement provide information about the business we plan to conduct.

2025 Performance and Strategic Outlook

Our employees performed at an exceptional level in 2025 as we safely and efficiently completed our operational plans, while generating free cash flow and investing in the long-term development of Range's world-class asset base. Range's strong performance enabled the Company to return capital to stockholders through increased share repurchases and dividends, while maintaining a strong balance sheet. We believe this demonstrates Range's resilience through commodity price cycles. We also announced a three-year development plan to efficiently grow our production by approximately 400 Mmcfe per day through 2027 with relatively flat capital spending year-over-year. This efficient wedge of growth is made possible by strategic countercyclical investments in 2024 and 2025 to build productive capacity in the form of drilled, uncompleted lateral footage inventory and the forward-looking, coordinated efforts of our marketing team to secure transportation and processing capacity.

Our strategy remains to deliver durable financial returns to our stockholders while executing our safe, efficient and environmentally responsible development plans. We expect Appalachian natural gas to play a pivotal role in meeting surging energy demands driven by domestic base-load power demand growth and the global expansion of liquefied natural gas markets. Recent geopolitical events in the Middle East are another reminder of the important, stabilizing role that U.S. natural gas and NGLs play in the global energy ecosystem. At the same time, increasing adoption of artificial intelligence and the further electrification of our daily lives depends on the ability to secure reliable, long-duration and affordable energy sources. We believe natural gas produced in Appalachia is ready and capable to heed these calls. Range's high-quality, long-duration asset base is in an ideal position to meet growing future demand for natural gas and NGLs in Appalachia, the United States and the world.

Listening to Stockholder Feedback

We proactively engage with stockholders and feedback from these engagements helps inform our viewpoints and decisions. We remain committed to regular and transparent engagements. We value your views and feedback.

On behalf of the entire Board, we would like to thank all of our stockholders for your ongoing support and investment in Range. We are proud of our employees for their many accomplishments, and I am very grateful for the counsel and guidance of my fellow directors. We look forward to your vote at the Annual Meeting.

Sincerely yours,

Greg G. Maxwell

Chairman of the BoardMarch 31, 2026

Notice of 2026 Annual

Meeting of Stockholders

Items of Business
1To elect the seven nominees named in the attached Proxy Statement to our Board, each for a term expiring at the 2027 annual meeting or when their successors are duly elected and qualified;
2To consider and vote on a non-binding proposal to approve our executive compensation philosophy (“say-on-pay”);
3To consider and vote on a proposal to ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm as of and for the fiscal year ending December 31, 2026; and
4To transact any other business properly brought before the meeting.
Who Can Vote
Stockholders of record at the close of business March 16, 2026, may vote at the Meeting or any postponements or adjournments of the Meeting.
Date & TimeWednesday, May 13, 2026, 8:00 A.M.Central TimePlacehttps://ir.rangeresources.com/events/event-details/2026-annual-meeting-stockholders
How to Cast Your Vote
•Online before the Meeting: www.proxyvote.com•By phone: 800-690-6903•Proxy Card or Voting Instruction Form: Complete, sign, and return your proxy card•Scan the QR code on your proxy card by mobile device•You may vote at the Annual Meeting

Stockholders will also vote on any other business that is properly brought before the Meeting. The list of stockholders entitled to vote at the Meeting will be open to the examination of any stockholder for any purpose relevant to the Meeting during normal business hours for ten days before the Meeting at our Fort Worth office at the address listed below.

MacKenzie Partners, Inc. has been retained to assist us in the process of obtaining your vote. If you have any questions regarding the Meeting or require assistance in voting your shares, please contact them at 800-322-2885 or call them collect at 212-929-5500.

Whether or not you plan to attend the Meeting, please complete, date and sign the enclosed proxy and return it in the envelope provided or you may vote online atwww.proxyvote.com using the control number printed on the proxy. You may revoke your proxy at any time before its exercise and vote at the Meeting.

By Order of the Board of Directors100 Throckmorton StreetSuite 1200Fort Worth, Texas 76102
Erin W. McDowell
Corporate Secretary

TABLE OF CONTENTS

Proxy Summary1Grants of Plan-Based Awards in 202545
Outstanding Equity Awards at 2025 Fiscal Year-End47
Proxy Statement9Option Exercises and Stock Vested in 202548
PROPOSAL 1: Election of Directors10Potential Payments upon Termination and Change in Control53
Nomination and Election of Directors Nominated by theBoard10Other Post-Employment Payments55
Equity Compensation Plan Information57
Required Vote and Recommendation10Pay Versus Performance58
Nominees For Director – Terms Expire 202712Pay-For-Performance Alignment60
CAP Versus Total Stockholder Return60
Corporate Governance17CAP Versus Net Income6161
Director Compensation24CAP Versus Net Debt
Compensation Committee Interlocks and InsiderParticipation25
PROPOSAL 3: Ratification of the Appointment of Ernst & Young LLP as our Independent Registered Public Accounting Firm63
Stock Ownership-Directors, Management and CertainBeneficial Owners26
Security Ownership of Certain Beneficial Owners27Required Vote and Recommendation63
Report of the Audit Committee64
PROPOSAL 2: Advisory Vote to Approve Executive Compensation28Independent Registered Public Accountants65
Audit Fees66
Required Vote and Recommendation28Tax Fees66
Compensation Discussion and Analysis29Pre-Approval Policy and Procedures66
How We Determine Executive Compensation30Other Business67
2025 Compensation Program Elements35Stockholder Proposals for 2027 Annual Meeting67
2026 Compensation Program40Frequently Asked Questions and Answers68
Compensation Committee Report42Proxy Materials and Voting Information68
Company Documents, Communications and Stockholder Proposals71
Executive Compensation Tables43
Summary Compensation Table43
CEO Pay Ratio44Annex A73
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.