GULFPORT ENERGY CORP

Base Salary

The Compensation Committee engaged WTW to review the overall competitiveness of our executive compensation program for 2024, with a continued focus on ensuring the alignment of management compensation with performance and the achievement of Gulfport’s long-term goals. The Compensation Committee reviews NEO base salaries on an annual basis, with a goal of providing market-competitive, fixed cash compensation. The Compensation Committee assesses comparable salary information provided by its independent compensation consultant as a factor when determining the base pay for NEOs.

Other factors the Compensation Committee considers in determining base pay for each of the NEOs include, but are not limited to: the NEO’s responsibilities, experience, leadership, potential future contribution and demonstrated individual performance. The relative weighting of these factors varies by NEO depending on their position and responsibilities. In March 2024, the base salaries of the executive team were reviewed, and changes were made to certain executives’ base salaries after reviewing the current labor market for executive talent, performance and other job-related factors for each executive. A summary of the changes is reflected in the table below.

Annual Incentive Awards

The Compensation Committee established a performance-based annual cash incentive program for 2024 that tied our NEOs’ compensation directly to pre-established performance metrics. Targeted annual incentive award levels were based on market information supplied by the independent compensation consultant. Individual awards may be decreased at the discretion of the Compensation Committee based on overall corporate performance for the year and other considerations.

2024 Annual Short-Term Incentive (“STI”) Metrics and Annual STI Payments

The Compensation Committee determined that the appropriate Key Performance Indicators (“KPIs”) for the 2024 STI plan should focus primarily on generating adjusted free cash flow and executing certain strategic objectives that were important to the continued success of the organization and were responsive to shareholder feedback. After reviewing the operating and financial targets for 2024 with the Board of Directors, the Gulfport Energy executive management team and the independent compensation advisor, the Compensation Committee approved performance targets accordingly. The KPIs included thresholds, targets and maximums that were based on predetermined financial and key performance metrics.

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EXECUTIVE SUMMARY

The financial metrics chosen were generally common measures in the oil and gas industry and were viewed as measures of success by our shareholders. The Compensation Committee also believed it was critical to focus on other strategic initiatives that while not directly measured in financial terms, are key indicators of successful companies in the oil and gas industry. Total Recordable Incident Rate (“TRIR”) and spills are common measurements and targets that reflect either industry benchmark information (TRIR) or improvement over prior results (spills). The Compensation Committee also adopted a set of strategic initiatives that focused on environmental and corporate and social governance activities. Specifically, the organization would be measured on making substantial improvement in the areas of Appalachian gas certification with an “A” grade from MIQ, completing a successful organizational restructuring, and retrofitting natural gas pneumatics with air in the SCOOP.

In July of 2024, after performance targets for the annual STI had been set in February of 2024, the Board of Directors made a strategic decision to both increase the Company’s 2024 capital program and defer targeted completions activity to later in the year after management’s operational efficiencies provided the opportunity to accelerate activity. Realizing that these additional expenditures and the deferred production were not included in the initial target setting process, the Board of Directors adjusted the 2024 performance metrics to account for these changes in the 2024 incentive payment results.

At the completion of the performance period ending December 31, 2024, the Compensation Committee reviewed financial and operating results and the attainment of key performance indicators and approved 2024 STI payout results based on those achievements. This achievement resulted in an overall payout of 150% of target awards. Below is a summary of KPIs and results for the 2024 plan year.

2024 STI Metrics

(1) Adjusted Free Cash Flow is a non-GAAP measure defined as net cash provided by operating activities from the Company’s Consolidated Statement of Cash Flows less the sum of changes in operating assets and liabilities included in the operating activities section of the Consolidated Statement of Cash Flows less non-recurring general and administrative and other expenses from the Consolidated Statement of Operations less incurred capital expenditures and capitalized expenses. Adjusted Free Cash Flow was calculated assuming realized commodity pricing received throughout the year was consistent with the forward curve pricing used to set the approved Adjusted Free Cash Flow Metric in February of 2024.

(2) The impact of the changes to the Company’s 2024 capital program on the 2024 incentive payment results as described above consisted of increased capital expenditures of $5 million, which reduced the 2024 actual Capex metric and increased the 2024 Adjusted Free Cash Flow metric results, and decreased production of 6 MMcfe/day, which increased the 2024 actual production metric and the Adjusted Free Cash Flow metric results, and decreased the LOE per Mcfe metric.

EXECUTIVE SUMMARY

2024 Target Annual STI Opportunities and Actual Annual STI Payments

The Compensation Committee established the target annual cash STI opportunity for each of the NEOs, taking into consideration the terms of any applicable employment agreement, and approved the following cash payments based on the Company’s 2024 results performance as described above.

2024 INCENTIVE COMPENSATION PLAN

Long-Term Incentive Awards

Each year we grant our NEOs long-term incentive awards, that have historically consisted of equity-based awards. The Compensation Committee determines the amount of these awards, as well as the mix of equity vehicles. The objectives of our long-term incentive plan are to: (i) create significant alignment between the interests of our NEOs and our stockholders; (ii) attract and retain the services of critical talent; and (iii) focus our executives on our sustained growth and financial success.

2024 Performance Share Unit Certification

On May 17, 2024, the Compensation Committee certified performance share units issued on July 21, 2021. WTW presented the Committee with their findings of achievement of the performance conditions during the performance period. The Committee determined that based upon the 2021 PSUs performance results that the 2021 PSUs should be paid out at 195.7% of the target amount.

The performance-based restricted stock units vest after a three-year performance period, based on the Company’s achievement of relative TSR as compared to a peer group of companies and absolute TSR, in each case, as described in the chart below.

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EXECUTIVE SUMMARY