13D Filing: JANA Partners and EQT Corp (EQT)

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This Amendment No. 4 (“Amendment No.4“) amends
and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the “SEC“) on
July 3, 2017 (the “Original Schedule 13D“), as amended by Amendment No. 1 filed with the SEC on July 5, 2017 (“Amendment
No. 1
“), Amendment No. 2 filed with the SEC on July 31, 2017 (“Amendment No. 2“) and Amendment No. 3
filed with the SEC on August 14, 2017 (“Amendment No. 3“, and together with the Original Schedule 13D, Amendment
No. 1, Amendment No. 2 and this Amendment No. 4, the “Schedule 13D“) with respect to the shares (“Shares“)
of common stock, no par value, of EQT Corporation, a Pennsylvania corporation (the “Issuer“). Capitalized terms
used herein and not otherwise defined in this Amendment No. 4 shall have the meanings set forth in the Schedule 13D. This Amendment
No. 4 amends Items 4 and 7 as set forth below.

Item 4. PURPOSE OF TRANSACTION.

Item 4 of the Schedule 13D is hereby amended
and supplemented by the addition of the following:

On September 20, 2017, JANA sent a letter to the
Issuer attached hereto as Exhibit J and incorporated herein by reference.

Item 7. MATERIAL TO BE FILED AS EXHIBITS.

Item 7 of the Schedule 13D is being amended
and supplemented by the addition of the following:

Exhibit J: Letter dated September 20, 2017 sent by JANA to the Issuer.

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