Equity Issuance

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549   FORM  8-K   CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934   Date of Report (Date of earliest event reported):  April 22, 2025   EQT CORPORATION (Exact name of registrant as specified in its charter)     Pennsylvania   001-3551   25-0464690 (State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)   625 Liberty Avenue , Suite 1700 Pittsburgh , Pennsylvania 15222 (Address of principal executive offices, including zip code)   Registrant’s telephone number, including area code: ( 412 ) 553-5700   Not Applicable (Former name or former address, if changed since last report)   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ¨     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ¨     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ¨     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ¨     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))   Securities registered pursuant to Section 12(b) of the Act:     Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock, no par value   EQT   New York Stock Exchange   Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).   Emerging growth company ¨   If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨             Item 3.02. Sale of Unregistered Equity Securities.   As previously announced, on April 22, 2025, EQT Corporation and one of its wholly owned subsidiaries (collectively, the “Company”) entered into a definitive agreement (the “Agreement”) pursuant to which it will acquire certain oil and gas properties and related assets and contracts (the “Acquisition”) from Olympus Energy LLC, Hyperion Midstream LLC and Bow & Arrow Land Company LLC (collectively, the “Seller”). Pursuant to the Agreement, EQT Corporation will issue 26,031,237 shares of its common stock (the “Common Stock”), subject to closing adjustments, to the Seller as partial consideration for the Acquisition. The Acquisition is expected to close in the third quarter of 2025, subject to regulatory approval and customary closing conditions. The Common Stock will be issued in a private offering pursuant to the exemption from the registration requirements of the Securities Act of 1933, as amended, provided by Section 4(a)(2) thereof as a transaction by an issuer not involving any public offering.         SIGNATURE   Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.   EQT CORPORATION       Date: April 22, 2025 By: /s/ William E. Jordan     William E. Jordan     Chief Legal and Policy Officer