您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。 [美股招股说明书]:戴文能源美股招股说明书(2026-06-05版) - 发现报告

戴文能源美股招股说明书(2026-06-05版)

2026-06-05 美股招股说明书 王擦
报告封面

175,000 Shares Devon Energy Corporation Common Stock This prospectus supplement relates to the issuance by us of up to an aggregate of 175,000 shares of our common stock, par value $0.10 per share(the “Common Stock”), issuable upon conversion of shares of 81/8% Series A Cumulative Perpetual Convertible Preferred Stock, par value $0.01 pershare (“Coterra Preferred Stock”), of Coterra Energy Operating Co., plus additional shares that may be issued in connection with stock splits, stockdividends, anti-dilution provisions or other transactions. We will not receive any proceeds upon the issuance of the Common Stock upon conversion ofshares of Coterra Preferred Stock. You should read this prospectus supplement and the accompanying prospectus carefully before making a decisionwith respect to the conversion of Coterra Preferred Stock. Our Common Stock is listed on the New York Stock Exchange (the “NYSE”) under the symbol “DVN.” On June4, 2026, the last sale price of ourCommon Stock as reported on the NYSE was $45.99 per share. Investing in our securities involves risks. See the risk factors incorporated by reference into this prospectussupplement and the accompanying prospectus. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities, ordetermined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense. Table of Contents EXPLANATORY NOTE We have filed this prospectus supplement to register the issuance of up to an aggregate of 175,000 shares of our common stock, par value $0.10 pershare, issuable upon conversion of shares of 81/8% Series A Cumulative Perpetual Convertible Preferred Stock, par value $0.01 per share, of CoterraEnergy Operating Co. In connection with, and effective upon consummation of, the merger (the “Merger”) of Cubs Merger Sub, Inc., a wholly ownedsubsidiary of Devon Energy Corporation, with and into Coterra Energy Inc., the parent of Coterra Energy Operating Co., the Certificate of Designationsfor the Coterra Preferred Stock was amended to provide for the issuance of our Common Stock upon conversion of the Coterra Preferred Stock. As ofJune4, 2026, each holder of Coterra Preferred Stock had the right to convert each share of Coterra Preferred Stock into cash consideration of $471.3975and 30.604014 fully paid and nonassessable shares of our Common Stock, subject to adjustment upon the occurrence of certain events, including thepayment of future cash dividends to holders of Common Stock, as provided in the Certificate of Designations relating to the Coterra Preferred Stock. Devon Energy Corporation COMMON STOCK, PREFERRED STOCK, DEPOSITARY SHARES, WARRANTS, DEBTSECURITIES, STOCK PURCHASE CONTRACTS AND STOCK PURCHASE UNITS We may offer and sell the securities listed above from time to time in one or more classes or series and in amounts, at prices and on terms that wewill determine at the time of the offering. This prospectus describes some of the general terms that may apply to these securities and the general manner in which they may be offered. Wewill provide specific terms of the securities to be sold and the methods by which we will sell them in one or more supplements to this prospectus. Theprospectus supplement may also add, update or change information contained in this prospectus. You should read this prospectus and any supplementcarefully before you invest. This prospectus may not be used to offer or sell securities without a prospectus supplement describing the methods andterms of the offering. We may offer and sell these securities to or through one or more underwriters, dealers and agents, or directly to purchasers, on a continuous ordelayed basis through a public offering or negotiated purchases. The prospectus supplement for each offering will describe in detail the plan ofdistribution for that offering and will set forth the names of any underwriters, dealers or agents involved in the offering and any applicable fees,commissions or discount arrangements. Our common stock, par value $0.10 per share (the “common stock”), is listed on the New York Stock Exchange and its trading symbol is “DVN.”Each prospectus supplement will indicate if the securities offered thereby will be listed on any securities exchange. Investing in these securities involves risks. We recommend that you carefully read the risks we describe in anyaccompanying prospectus supplement and the risk factors that are incorporated by reference into this prospectus fromour filings made with the Securities and Exchange Commission. See “Risk Factors” on page 3 of this prospectus. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities, ordetermined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The date of this Prospectus is April 10, 2026. Table of Contents TA