Coterra Energy (CTRA) 8-K Cabot Oil & Gas and Cimarex Energy Complete Combination, Forming Coterra Energy

Exhibit 3.2

CERTIFICATE OF AMENDMENT

 of

 RESTATED CERTIFICATE OF INCORPORATION

Cabot Oil & Gas Corporation (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), hereby adopts this Certificate of Amendment (this “Certificate of Amendment”), which amends its Restated Certificate of Incorporation, as heretofore amended (the “Certificate of Incorporation”), as described below, and does hereby further certify that:

FIRST: The Board of Directors of the Corporation has duly adopted a resolution proposing and declaring advisable the amendment to the Certificate of Incorporation described herein (the “Amendment”), and the Amendment was adopted in accordance with Section 242 of the DGCL.

SECOND:  Article I of the Certificate of Incorporation is amended and restated to read in its entirety as follows:

ARTICLE I

The name of the corporation is Coterra Energy Inc. (the “Corporation”).

IN WITNESS WHEREOF, this Certificate of Amendment has been executed by an authorized officer of the Corporation as of this 1^st day of October, 2021.

CABOT OIL & GAS CORPORATION
By:	/s/ Deidre L. Shearer
	Name:	Deidre L. Shearer
	Title:	Vice President, Administration and Corporate Secretary