Item 7.01 Regulation FD Disclosure.
The information contained in this Item 7.01, including Exhibit 99.1, is being
furnished and shall not be deemed “filed” for purposes of Section 18 of the
Exchange Act or otherwise subject to the liabilities of Section 18, and shall
not be incorporated by reference in any filing under the Securities Act of 1933,
as amended, or the Securities Act of 1934, as amended, except as set forth by
specific reference in such filing.
On June 21, 2022, Southwestern Energy Company (the “Company”) issued a press
release announcing that its board of directors approved the Share Repurchase
Program (as defined below), a copy of which is attached hereto as Exhibit 99.1
and is incorporated into this Item 7.01 by reference herein.
Item 8.01 Other Events.
On June 21, 2022, the Company announced that its board of directors approved a
share repurchase program (the “Share Repurchase Program”), pursuant to which the
Company is authorized to repurchase up to $1 billion of its outstanding common
stock, par value $0.01 per share (“common stock”). The share repurchase
authority is effective immediately and expires on December 31, 2023. Repurchases
under the Share Repurchase Program may be made, from time to time, in amounts
and at prices the Company deems appropriate and will be subject to a variety of
factors, including management’s assessment of the intrinsic value of the
Company’s common stock, the market price of the Company’s common stock, general
market and economic conditions, available liquidity, compliance with the
Company’s debt and other agreements, applicable legal requirements and other
considerations. The Share Repurchase Program may be suspended, modified or
discontinued at any time without prior notice.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Press release of Southwestern Energy Company, dated June
99.1 21 , 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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