Statement of Changes in Beneficial Ownership (4)
December 18 2020 - 4:13PM
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
*
Sheffield Bryan |
2. Issuer Name and Ticker or Trading Symbol
Parsley Energy, Inc.
[
PE
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) See Remarks |
(Last)
(First)
(Middle)
303 COLORADO STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/17/2020 |
(Street)
AUSTIN, TX 78701
(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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Class A common stock | 12/17/2020 | | A | | 120548 (1) | A | $0 | 8531234 | D | |
Class A common stock | 12/17/2020 | | F | | 47436 (2) | D | $14.49 | 8483798 | D | |
Class A common stock | 12/17/2020 | | F | | 23718 (3) | D | $14.49 | 8460080 | D | |
Class A common stock | | | | | | | | 352521 | I | By Spouse |
Class A common stock | | | | | | | | 948043 | I | By Bryan S. Sheffield Spousal Lifetime Access Trust (4) |
Class A common stock | | | | | | | | 297761 | I | By Sharoll M. Sheffield 2012 Irrevocable Trust (5) |
Class B common stock (6) | | | | | | | | 19515517 | D | |
Class B common stock (6) | | | | | | | | 371249 | I | By Spouse |
Class B common stock (6) | | | | | | | | 998406 | I | By Bryan S. Sheffield Spousal Lifetime Access Trust (4) |
Class B common stock (6) | | | | | | | | 313579 | I | By Sharoll M. Sheffield 2012 Irrevocable Trust (5) |
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 |
Explanation of Responses: |
(1) | Represents shares of Class A common stock earned pursuant to a performance-based restricted stock award granted on February 12, 2018, as certified by the Compensation Committee on December 17, 2020. |
(2) | The Issuer withheld shares of Class A common stock that would have otherwise been issuable to the reporting person to satisfy the Issuer's tax withholding obligations in connection with the vesting and settlement of the performance-based restricted stock granted on February 12, 2018. The number of shares of Class A common stock withheld was determined based on the closing price of the Class A common stock on December 16, 2020. |
(3) | The Issuer withheld shares of Class A common stock that would have otherwise been issuable to the reporting person to satisfy the Issuer's tax withholding obligations in connection with the vesting and settlement of the time-based restricted stock granted on February 12, 2018. The number of shares of Class A common stock withheld was determined based on the closing price of the Class A common stock on December 16, 2020. |
(4) | Mr. Sheffield serves as the investment trustee of the Bryan S. Sheffield Spousal Lifetime Access Trust, and Mr. Sheffield and his children are beneficiaries of the Bryan S. Sheffield Spousal Lifetime Access Trust. |
(5) | Mr. Sheffield's spouse serves as the investment trustee of the Sharoll M. Sheffield 2012 Irrevocable Trust, and Mr. Sheffield's spouse and children are beneficiaries of the Sharoll M. Sheffield 2012 Irrevocable Trust. |
(6) | Each share of Class B common stock has no economic rights but entitles its holder to one vote on all matters to be voted on by stockholders generally. |
Remarks: Executive Chairman |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Sheffield Bryan 303 COLORADO STREET AUSTIN, TX 78701 | X |
| See Remarks |
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Signatures
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/s/ Bryan Sheffield, by Colin Roberts, as Attorney-in-Fact | | 12/18/2020 |
**Signature of Reporting Person | Date |
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