Civitas Resources, Inc. 6,956,520 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • May 17th, 2024 • Canada Pension Plan Investment Board • Crude petroleum & natural gas • New York
CPPIB Crestone Peak Resources Canada Inc. (the “Selling Stockholder”), a Canadian Corporation and stockholder of Civitas Resources, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to sell to BofA Securities, Inc. (“you” or the “Underwriter”), an aggregate of 6,956,520 shares of common stock, par value $0.01 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriter, up to an additional 1,043,478 shares of common stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
