Statement of Changes in Beneficial Ownership (4)
May 11 2020 - 4:26PM
Edgar (US Regulatory)
FORM 4
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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
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FLURY L RICHARD |
2. Issuer Name and Ticker or Trading Symbol
Callon Petroleum Co
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CPE
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
2000 W. SAM HOUSTON PKWY. S., SUITE 2000 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/9/2020 |
(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 | | | | | | | | 30000 | I | Joint Tenant with Spouse |
Common Stock | | | | | | | | 132999 | 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 (1) | (2) | 5/9/2020 | | M | | | 20370 | (1)(3) | (1)(3) | Common Stock | 20370.0 | $0 | 0 | D | |
Phantom Stock Units (3) | (2) | 5/9/2020 | | M | | 20370 | | (3) | (3) | Common Stock | 20370.0 | $0 | 151884 | D | |
2017 RSU - Stock (4) | (2) | 5/10/2020 | | M | | | 3706 | (3)(4) | (3)(4) | Common Stock | 3706.0 | $0 | 0 | D | |
Phantom Stock Units. (3) | (2) | 5/10/2020 | | M | | 3706 | | (3) | (3) | Common Stock | 3706.0 | $0 | 155590 | D | |
Explanation of Responses: |
(1) | On May 9, 2019, the reporting person was granted 20,370 Restricted Stock Units ("RSUs") that cliff vested on the one year anniversary date following the grant date, or the date of the Company's 2020 Annual Shareholders Meeting, whichever occurred first. The reporting person elected that upon vesting, these RSUs convert into Phantom Stock Units payable upon retirement. |
(2) | Each Phantom Stock Unit is the economic equivalent of one share of CPE Common Stock. |
(3) | The Phantom Stock Units will be paid upon the Director's retirement from the Company's Board of Directors pursuant to the Plan. The reporting person has elected to have his Phantom Stock Units distributed in cash. |
(4) | On May 10, 2017, the reporting person was granted 11,120 RSUs with one-third vesting on each anniversary date following the grant date. The first tranche vested on May 10, 2018. The second tranche vested on May 10, 2019. The third and final tranche vested on May 10, 2020. The reporting person elected that upon vesting these RSUs convert into Phantom Stock Units payable upon retirement. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
FLURY L RICHARD 2000 W. SAM HOUSTON PKWY. S. SUITE 2000 HOUSTON, TX 77042 | X |
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Signatures
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/s/ L. Richard Flury, by Diana L. Denton, as Attorney-in-Fact | | 5/11/2020 |
**Signature of Reporting Person | Date |
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