Quarterly report [Sections 13 or 15(d)]

MEZZANINE EQUITY

v3.26.1
MEZZANINE EQUITY
 3 Months Ended
Mar. 31, 2026
Equity [Abstract]  
MEZZANINE EQUITY MEZZANINE EQUITY
The Company's amended and restated certificate of incorporation provides for, among other things, the designation of 110,000 shares of preferred stock, with a par value of $0.0001 per share and a liquidation preference of $1,000 per share (the “Liquidation Preference”). The Company previously issued 55,000 shares of Series A Convertible Preferred Stock (“preferred stock”) in May 2021.
2025 Conversions and Redemption
On August 5, 2025, Gulfport issued a notice of redemption for its preferred stock for cash. During the period between the date of the notice of redemption and September 5, 2025 (the “Redemption Date”), 28,907 shares of preferred stock were converted into approximately 2.1 million shares of common stock and reclassified from mezzanine equity to stockholders' equity. On the Redemption Date, the Company redeemed the remaining 2,449 shares of preferred stock for cash totaling $31.3 million, incurring an additional $1.1 million of direct transaction costs. The excess of the cash settlement and direct transaction-related costs over the carrying value of the redeemed shares of preferred stock, totaling approximately $29.9 million, was treated as a deemed dividend and recorded as a reduction to retained earnings.
Dividends and Conversions
Following the 2025 conversions and redemption, no preferred stock remained outstanding. As a result, the Company reported no mezzanine equity as March 31, 2026, and no activity related to preferred stock occurred during the three months ended March 31, 2026. The Company paid $0.9 million of cash dividends to holders of its preferred stock during the three months ended March 31, 2025.
The following table summarizes activity of the Company's preferred stock:
Three Months Ended March 31, 2026 Three Months Ended March 31, 2025
Preferred stock, beginning of period —  37,348 
Conversion of preferred stock —  (4,461)
Preferred stock, end of period —  32,887 
EQUITY
Share Repurchase Program
In November 2021 the Company's Board of Directors approved the Repurchase Program to acquire up to $100 million of common stock, which has subsequently been increased to $1.5 billion, including the cash redemption of preferred stock noted previously, and extended through December 31, 2026. Purchases under the Repurchase Program may be made from time to time in open market or privately negotiated transactions, and will be subject to available liquidity, market conditions, credit agreement restrictions, applicable legal requirements, contractual obligations and other factors. The Repurchase Program does not require the Company to acquire any specific number of shares of common stock. The Company intends to purchase shares under the Repurchase Program with available funds while maintaining sufficient liquidity to fund its capital development program. The Repurchase Program may be suspended from time to time, modified, extended or discontinued by the Board of Directors at any time.
The following table summarizes activity under the Repurchase Program (dollar value of shares purchased shown in thousands):
Three Months Ended March 31, 2026 Three Months Ended March 31, 2025
Total number of shares purchased 866,279 340,664
Dollar value of shares purchased $ 172,777  $ 60,000 
Average price paid per share $ 199.45  $ 176.13 
As of March 31, 2026, the Company has repurchased 8.2 million shares for approximately $1.1 billion at a weighted average price of $133.02 per share since the inception of the Repurchase Program.