13D Filing: Corvex Capital and Energen Corporation (EGN)

Page 7 of 8 – SEC Filing


Item 5. Interest in Securities of the Issuer

(a)-(b) Corvex may be deemed to be the beneficial owner of
9,710,474 Shares, which represent approximately 9.9% of the Issuers outstanding Shares. By virtue of his position as control person of the general partner of Corvex, Mr. Meister may be considered to beneficially own such Shares. The
Reporting Persons may be deemed to have sole power to vote and sole power to dispose of 9,710,474 Shares.

The percentage calculated in the immediately
foregoing paragraph and below is calculated based on a total of 97,404,730 Shares outstanding as of February 20, 2018, as reported in the Issuers Annual Report on Form 10-K filed with the SEC on February 28, 2018.

(c) Except as set forth in this Schedule 13D, there have been no transactions in the Shares during the sixty days prior to the date hereof by any of the
Reporting Persons.

(d) The limited partners of (or investors in) each of the private investment funds for which Corvex or its affiliates acts as general
partner and/or investment adviser have the right to participate in the receipt of dividends from, or proceeds from the sale of, the Shares held for the accounts of their respective funds in accordance with their respective limited partnership
interests (or investment percentages) in their respective funds.

(e) Not applicable.

ITEM 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

The
Letter Agreement is incorporated by reference as Exhibit 13 hereto and is incorporated by reference herein.

Item 7. Material to be Filed as Exhibits
Exhibit 12 Joint Filing Agreement
Exhibit 13 Letter Agreement, by and between Corvex Management LP and Energen Corporation, dated March 6, 2018 (incorporated by reference to Exhibit 10.1 to the Issuers Current Report on Form 8-K, filed with the SEC on March 7,
2018).

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