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
                      

1. Name and Address of Reporting Person *

Foutch Randy A
2. Issuer Name and Ticker or Trading Symbol

Laredo Petroleum, Inc. [ LPI ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chairman & CEO
(Last)          (First)          (Middle)

15 W. SIXTH STREET, SUITE 900
3. Date of Earliest Transaction (MM/DD/YYYY)

2/28/2019
(Street)

TULSA, OK 74119
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   2/28/2019     A    348493   (1) A $3.43   1515832   D    
Common Stock                  451340   I   By Lariat Ranch LLC   (2)
Common Stock                  90037   I   By Foutch Family Trust A   (2)
Common Stock                  90037   I   By Foutch Family Trust B   (2)
Common Stock                  90037   I   By Foutch Family Trust C   (2)
Common Stock                  90037   I   By Foutch Family Trust D   (2)
Common Stock                  500   I   By Daughter   (2)
Common Stock                  46838   I   Jeanine Marie Foutch Revocable Trust   (2)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
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
Performance Units     (3) 2/28/2019     A      348493       2/28/2022     (3) Common Stock   348493.0   $0   348493   D    
Performance Units     (4)                  2/16/2021     (4) Common Stock   348213.0     348213   D    
Stock Option (Right to buy)   $14.12                    2/17/2018   (5) 2/17/2027   Common Stock   119826.0     119826   D    
Performance Units     (6)                  2/17/2020     (6) Common Stock   158434.0     158434   D    
Stock Option (Right to buy)   $4.1                    2/19/2017   (5) 2/19/2026   Common Stock   310111.0     310111   D    
Stock Option (Right to buy)   $11.93                    2/27/2016   (5) 2/27/2025   Common Stock   167904.0     167904   D    
Stock Option (Right to buy)   $25.6                    2/27/2015   (5) 2/27/2024   Common Stock   96040.0     96040   D    
Stock Option (Right to buy)   $17.34                    2/15/2014   (5) 2/15/2023   Common Stock   128709.0     128709   D    
Stock Option (Right to buy)   $24.11                    2/3/2013   (5) 2/3/2022   Common Stock   62868.0     62868   D    

Explanation of Responses:
(1)  These restricted shares are granted under the Issuer's Omnibus Equity Incentive Plan and will vest in three equal annual installments beginning on the first anniversary date of the grant.
(2)  By reason of the provisions of Rule 16a-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), Mr. Foutch may be deemed to be a beneficial owner of the 406,986 shares of common stock of the Issuer held by the Foutch Family Trusts and the Jeanine Marie Foutch Revocable Trust, the 500 shares of common stock of the Issuer held by his daughter and the 451,340 shares of common stock held by Lariat Ranch LLC. Pursuant to Rule 16a-1(a)(4) of the Exchange Act, Mr. Foutch herein states that this Form 4 shall not be deemed an admission that he is the beneficial owner of such shares of common stock. Mr. Foutch disclaims beneficial ownership of the common stock of the Issuer, except to the extent that he has a pecuniary interest in such shares of common stock.
(3)  These performance share units are granted under the Issuer's Omnibus Equity Incentive Plan. Each performance share unit represents a share of common stock. The performance share units will be payable, if at all, in common stock, cash, or a combination of common stock and cash, to be determined in the discretion of the Issuer's Compensation Committee, based upon (i) the Issuer's total shareholder return measured against an industry peer group, (ii) on an absolute share return basis and (iii) based on a return on average capital employed metric, over a three-year performance period ending December 31, 2021. The final number of shares of common stock granted can range from 0% to 200% of the performance share units.
(4)  These performance share units are granted under the Issuer's Omnibus Equity Incentive Plan. Each performance share unit represents a share of common stock. The performance share units will be payable, if at all, in common stock, based upon (i) the Issuer's total shareholder return measured against an industry peer group, (ii) on an absolute share return basis and (iii) based on a return on average capital employed metric, over a three-year performance period ending December 31, 2020. The final number of shares of common stock granted can range from 0% to 200% of the performance share units.
(5)  This stock option was granted under the Issuer's Omnibus Equity Incentive Plan and is exercisable as to 25% on each of the first four anniversaries of the date of the grant.
(6)  These performance share units are granted under the Issuer's Omnibus Equity Incentive Plan. Each performance share unit represents a share of common stock. The performance share units will be payable, if at all, in common stock, based upon the Issuer's total shareholder return measured against an industry peer group, over a three-year performance period ending December 31, 2019. The final number of shares of common stock granted can range from 0% to 200% of the performance share units.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Foutch Randy A
15 W. SIXTH STREET, SUITE 900
TULSA, OK 74119
X
Chairman & CEO

Signatures
/s/ Kenneth E. Dornblaser as attorney-in-fact for Randy A. Foutch 3/4/2019
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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