RANGE RESOURCES CORP

(9)STOCK-BASED COMPENSATION PLANS

Total Stock-Based Compensation Expense

Refer to Note 10 of the Notes to the Consolidated Financial Statements in the Form 10-K for further description of the various types of stock-based compensation awards, their valuations and their award terms. Stock-based compensation represents amortization of time-based restricted stock and performance-based awards. The following details the allocation of stock-based compensation to functional expense categories (in thousands):

The mark-to-market adjustment of the liability related to the restricted stock Liability Awards held in our deferred compensation plan as recorded in deferred compensation plan expense on our consolidated statements of income is directly tied to the change in our stock price and not directly related to functional expenses and, therefore, is not allocated to the functional categories above.

Time-based - Equity Awards("Equity Awards"). These awards are expensed ratably over the service period associated with the awards based on fair value. Fair value is based on prevailing market price on the date of grant and is expensed over a service period up to three years. We recorded compensation expense for these outstanding Equity Awards of $29.6 million infirst nine months 2026 compared to$28.7 million in the same period of 2025.

Time-based - Liability Awards("Liability Awards"). There have been no significant grants since 2022, and we haveno compensation expense recorded for these awards in 2026. Liability Awards were historically contributed into the deferred compensation plan (see further discussion below).

Performance-based - TSR Awards ("TSRs" or"TSR Awards"). The fair value of the TSR Awards is estimated on the date of grant using a Monte Carlo simulation model which utilizes multiple input variables that determine the probability of satisfying the market condition stipulated in the award grant and calculates the fair value of the award. Expected volatilities utilized in the model were estimated using a historical period consistent with the remaining performance period of three years. The risk-free interest rate was based on the United States Treasury rate for a term commensurate with the life of the grant.

Beginning in 2026, we granted performance awards that include (i) "relative" TSR units that will have payouts determined based on our total shareholder return relative to a peer group at the end of the performance period, which are similar to TSR grants made historically and (ii) "absolute" TSR units that will have payouts determined based on total shareholder return targets of our common stock for the performance period. We recorded compensation expense for TSR Awards of $6.2 million in first nine months 2026 compared to $4.3 million in the same period of 2025. Fair value is amortized over the performance period with no adjustment to the expense recorded for actual targets achieved. The following assumptions were used to estimate the fair value of the TSR Awards granted during first nine months 2026 and 2025:

Equity Award Summary

The following is a summary of the activity for our time-based and performance-based stock awards for thenine months ended September 30, 2026:

(a)

Amounts granted reflect performance units granted. The actual payout will be between zero and 200% depending on achievement of the total stockholder return compared to our peers over the performance period and our absolute shareholder return ranking.

Deferred Compensation Plan

The assets of our deferred compensation plan are held in a grantor trust, which we refer to as the Rabbi Trust, and are therefore available to satisfy the claims of our general creditors in the event of bankruptcy or insolvency. Our common stock held in the Rabbi Trust is accounted for as Liability Awards and is adjusted to fair value each reporting period by a charge or credit to deferred compensation plan expense on our consolidated statements of income. The Rabbi Trust held 195,000 shares (186,000 vested shares) of Range common stock as of September 30, 2026 compared to 266,000 shares (258,000 vested shares) as of December 31, 2025.

Trading securities. Our trading securities held in the deferred compensation plan are accounted for using the mark-to-market accounting method and are included in other assets in the accompanying consolidated balance sheets. We elected to adopt the fair value option to simplify our accounting for the investments in our deferred compensation plan. Interest, dividends, and mark-to-market gains or losses are included in the changes in our deferred compensation assets and liabilities on the accompanying consolidated balance sheets. For third quarter 2026, interest and dividends were $183,000 and the mark-to-market loss was $651,000 compared to interest and dividends of $281,000 and a mark-to-market gain of $3.4 million inthird quarter 2025. For first nine months 2026, interest and dividends were $413,000 and the mark-to-market gain was $4.3 million compared to interest and dividends of $617,000 and a mark-to-market gain of $6.7 million infirst nine months 2025.

(10) CAPITAL STOCK

Treasury Stock

In February 2026, our Board of Directors approved an increase to our existing stock repurchase program to an aggregate $1.5 billion. Our total remaining share repurchase authorization was approximately$1.4 billion as of September 30, 2026. In first nine months 2026 we repurchased 2.8 million shares at an aggregate cost of $105.5 million ($106.1 million including the 1% excise tax). The following is a schedule of the change in treasury shares based on settlement date for thethree and nine months ended September 30, 2026:

(11)EXIT COSTS

In third quarter 2020, the Company sold its North Louisiana assets and retained certain gathering, transportation and processing obligations which extend into 2030. These are contracts where we will not realize any future benefit. The estimated obligations are included in current and long-term divestiture contract obligation in our consolidated balance sheets. In the first nine months 2026, we recorded accretion expense of$20.0 million compared to $25.5 million in the same period of the prior year. Also during the first nine months 2026, we recorded a net adjus tment of $2.9 million to increase this obligation for a change in expected throughput volumes.

The following details the accrued exit cost liability activity for thenine months ended September 30, 2026 (in thousands):

(12)SUPPLEMENTAL CASH FLOW INFORMATION

(a)

State income taxes paid relate exclusively to Pennsylvania.

(13)COMMITMENTS AND CONTINGENCIES

Litigation

We are the subject of, or party to, various pending or threatened legal actions, administrative proceedings or investigations arising in the ordinary course of our business including, but not limited to, royalty claims, contract claims and environmental claims. While many of these matters involve inherent uncertainty, we believe that the amount of the liability, if any, ultimately incurred with respect to these actions, proceedings or claims will not have a material adverse effect on our consolidated financial position as a whole or on our liquidity, capital resources or future annual results of operations.

When deemed necessary, we establish reserves for certain legal proceedings. The establishment of a reserve is based on an estimation process that includes the advice of legal counsel and subjective judgment of management. While management believes these reserves to be adequate, it is reasonably possible we could incur additional losses with respect to those matters in which reserves have been established. We will continue to evaluate our litigation on a quarterly basis and will establish and adjust any litigation reserves as appropriate to reflect our assessment of the then current status of litigation.

We have incurred and will continue to incur capital, operating and remediation expenditures as a result of environmental laws and regulations. As of September 30, 2026, liabilities for remediation were not material. We are not aware of any environmental claims existing as of September 30, 2026 that have not been provided for or would otherwise have a material impact on our financial position or results of operations. Environmental liabilities normally involve estimates that are subject to revision until final resolution, settlement or remediation occurs.

Transportation, Gathering and Processing Contracts

In first nine months 2026, our firm transportation, gathering and processing minimum commitments over the next 15 years increased by approximately $1.5 billion from December 31, 2025, primarily due to the addition of natural gas transportation capacity through 2041 that started in June 2026 and additional processing capacity that started in September 2026. These commitments were previously disclosed in our Form 10-K as contingent on completion of construction.

(14)SUSPENDED EXPLORATORY WELL COSTS

We capitalize exploratory well costs until a determination is made that the well has either found proved reserves or that it is impaired. Capitalized exploratory well costs are presented in natural gas and oil properties in the accompanying consolidated balance sheets. If an exploratory well is determined to be impaired, the well costs are charged to exploration expense in the accompanying consolidated statements of income.

We believe these wells exhibit sufficient quantities of natural gas to justify future development. The remaining suspended well requires completion activities and infrastructure expansion in order to classify the reserves as proved. The following table reflects the changes in capitalized exploratory well costs for thenine months ended September 30, 2026 and the year ended December 31, 2025:

(15)NATURAL GAS AND OIL EXPLORATION, DEVELOPMENT AND PRODUCTION ACTIVITIES

Capitalized Costs and Accumulated Depreciation, Depletion and Amortization(a)

(a)

Includes capitalized asset retirement costs and the associated accumulated amortization.

Costs Incurred for Property Acquisition, Exploration and Development(b)

(b)Includes costs incurred whether capitalized or expensed.

(16) SUBSEQUENT EVENT

On October 25, 2026, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with EQT Corporation (“EQT”) to combine via an all-stock merger transaction (the “Merger”). EQT is a vertically integrated American natural gas company with upstream and midstream operations focused in the Appalachian Basin. Under terms of the Merger Agreement, at closing Company shareholders will receive a fixed exchange ratio of 0.987 shares of EQT common stock for each share of Company common stock. Upon completion, EQT shareholders will own approximately 73 percent of the combined company and Company shareholders will own approximately 27 percent on a fully diluted basis. The respective Boards of Directors of the Company and EQT unanimously approved the Merger, which is subject to the approval of the shareholders of each of the Company and EQT and the receipt of regulatory approvals, among other conditions. The Merger Agreement contains customary pre-closing covenants, including the obligation of the Company to conduct its business in the ordinary course and the obligations of each of the Company and EQT to refrain from taking certain specified actions without the consent of the other party. Until the approval by shareholders and subsequent closing, the Company must continue to operate as a stand-alone company. Under certain specified circumstances in which the Merger Agreement is terminated, the Company would be required to pay EQT a termination fee of $423 million, and EQT would be required to pay the Company a termination fee of $1.148 billion.

The Merger is expected to close during the first quarter of 2027, subject to shareholder and regulatory approvals and other customary closing conditions.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANA