Statement of Changes in Beneficial Ownership (4)
January 05 2021 - 04:19PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Conaway Gregory F |
2. Issuer Name and Ticker or Trading Symbol
Callon Petroleum Co
[
CPE
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Vice President & CAO |
(Last)
(First)
(Middle)
2000 W. SAM HOUSTON PKWY. S., SUITE 2000 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/1/2021 |
(Street)
HOUSTON, TX 77042
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 1/1/2021 | | M | | 1645 (1) | A | $0 (2) | 43935 (1) | D | |
Common Stock | 1/1/2021 | | F | | 735 (3) | D | $13.16 (1)(4) | 43200 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
2019 RSU - Stock (Inducement Award) (5) | (6) | 1/1/2021 | | M | | | 1645 (1) | (5) | (5) | Common Stock | 1645.0 | (6) | 3290 (1) | D | |
Explanation of Responses: |
(1) | Reflects the 1-for-10 reverse split of the common stock, par value $0.01, of Callon Petroleum Company, effective August 7, 2020. |
(2) | Restricted Stock Units ("RSUs") convert into common stock on a one-for-one basis. |
(3) | Payment of tax liability by withholding common stock incident to vesting of RSU award issued in accordance with Rule 16b-3. |
(4) | Each RSU is the economic equivalent of one share of Callon Petroleum Company's common stock at its closing price on the vesting date, or the preceding business day's closing price if the vesting date shouldfall on a weekend or holiday. |
(5) | On January 1, 2020, the reporting person was granted 4,935 RSUs (adjusted to reflect the 1-for-10 reverse stock split of common stock described in Footnote 1) subject to three-year ratable vesting with one-third vesting each year subsequent to the award year. The first tranche vested on January 1, 2021. The second tranche will vest on January 1, 2022. The third and final tranche will vest on January 1, 2023. |
(6) | Each RSU is the economic equivalent of one share of Callon Petroleum Company's common stock. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Conaway Gregory F 2000 W. SAM HOUSTON PKWY. S. SUITE 2000 HOUSTON, TX 77042 |
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| Vice President & CAO |
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Signatures
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/s/ Gregory F. Conaway, by Diana L. Denton, Attorney-in-Fact | | 1/5/2021 |
**Signature of Reporting Person | Date |
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