Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Goodwin Billy E
 2. Date of Event Requiring Statement (Month/Day/Year)
02/19/2016		 3. Issuer Name and Ticker or Trading Symbol
Matador Resources Co [MTDR]
(Last)
(First)
(Middle)
5400 LBJ FREEWAY, SUITE 1500		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP - Operations
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

DALLAS, TX 75240		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 52,955 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option   (2) 04/15/2017 Common Stock 20,833 $ 10.49 D  
Employee Stock Option   (3) 03/11/2018 Common Stock 18,750 $ 8.18 D  
Employee Stock Option   (4) 03/16/2019 Common Stock 11,033 $ 22.66 D  
Employee Stock Option   (5) 01/20/2020 Common Stock 34,286 $ 22.01 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Goodwin Billy E
5400 LBJ FREEWAY
SUITE 1500
DALLAS, TX 75240		       SVP - Operations  

Signatures

/s/ Billy E. Goodwin, by Kyle A. Ellis as attorney-in-fact 02/23/2016
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes 2,604 shares of restricted stock granted to the reporting person on April 16, 2012 that vest on the fourth anniversary of the date of grant, April 16, 2016.
(2) As of the date of this report, half of the employee stock options are vested and exercisable and half will vest on the fourth anniversary of the date of grant, April 16, 2016.
(3) The employee stock options vest on the fourth anniversary of the date of grant, March 12, 2017.
(4) The employee stock options vest in two equal biennial installments beginning on the second anniversary of the date of grant, March 17, 2016.
(5) The employee stock options vest on the third anniversary of the date of grant, January 21, 2018.

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