Matador Resources Company (the "Company") held its Annual Meeting of Shareholders (the "Annual Meeting") on June 7, 2012. On the April 26, 2012 record date, there were 55,507,543 shares of the Company's common stock outstanding with each such share being entitled to one vote per share of common stock.

A total of 40,926,753 shares of the Company's common stock were represented in person or by proxy at the Annual Meeting. The number of votes cast for, against, or withheld, as well as abstentions and broker non-votes, as applicable, with respect to each matter is set forth below.

Proposal 1: Election of Directors

The shareholders elected two Class I directors, each for a three-year term expiring at the Annual Meeting of Shareholders in 2015 and until the election and qualification of their respective successors or their earlier death, retirement, resignation or removal.

                      Margaret B. Shannon   Margaret B. Shannon   Margaret B. Shannon
Nominee                 Votes Cast For        Votes Withheld       Broker Non-Votes
Michael C. Ryan           37,443,414              353,112              3,130,227
Margaret B. Shannon       37,443,414              353,112              3,130,227

Proposal 2: Advisory Vote on Executive Compensation

The shareholders approved the non-binding advisory resolution approving the compensation of the Company's named executive officers.

                      Broker Non-Votes   Broker Non-Votes   Broker Non-Votes
         Votes For     Votes Withheld    Votes Abstained    Broker Non-Votes
         35,922,888      1,809,028            64,610           3,130,227

Proposal 3: Advisory Vote on the Frequency of Holding Future Advisory Votes on Executive Compensation

The shareholders voted in favor of "1 Year" as their preferred frequency for holding future advisory votes to approve the compensation of the Company's named executive officers.

              Broker Non-Votes   Broker Non-Votes   Broker Non-Votes   Broker Non-Votes
   1 Year         2 Years            3 Years        Votes Abstained    Broker Non-Votes
 36,305,186       435,025            973,890             82,425           3,130,227

In light of these results and consistent with the Company's recommendation on this matter, the Company will hold non-binding advisory votes to approve the compensation of its named executive officers every year until the next required non-binding advisory vote on the frequency of future non-binding advisory votes approving the compensation of the Company's named executive officers or until the Company's Board of Directors determines otherwise.

The shareholders approved the Company's 2012 Long-Term Incentive Plan.

                      Broker Non-Votes   Broker Non-Votes   Broker Non-Votes
         Votes For     Votes Withheld    Votes Abstained    Broker Non-Votes
         36,597,637       276,214            922,675           3,130,227

Proposal 5: Proposal to Ratify the Appointment of Grant Thornton LLP as the Company's Independent Registered Public Accounting Firm for the Year Ending December 31, 2012

The shareholders ratified the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the year ending December 31, 2012.

                               Broker Non-Votes   Broker Non-Votes
                  Votes For     Votes Withheld    Votes Abstained
                  40,866,343        52,150             8,260