Statement of Changes in Beneficial Ownership (4)
May 10 2016 - 4:57PM
Edgar (US Regulatory)
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FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
Hardy David Eldon
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2. Issuer Name
and
Ticker or Trading Symbol
GRAN TIERRA ENERGY INC.
[
GTE
]
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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)
VP Legal and General Counsel
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(Last)
(First)
(Middle)
C/O GRAN TIERRA ENERGY INC., 200, 150 13 AVENUE SW
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/7/2016
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(Street)
CALGARY, A0 T2R 0V2
(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
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5/7/2016
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M
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35001
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A
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(1)
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35001
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D
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Common Stock
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5/7/2016
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D
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35001
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D
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$2.70
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0
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D
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Common Stock
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54527
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I
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By Spouse
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Restricted Stock Units
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(1)
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5/7/2016
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M
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11667
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(2)
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(2)
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Common Stock
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11667
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(1)
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0
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D
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Restricted Stock Units
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(1)
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5/7/2016
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M
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23334
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(3)
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(3)
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Common Stock
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23334
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(1)
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0
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D
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Explanation of Responses:
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(
1)
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Reflects vesting of shares subject to a restricted stock unit previously reported for which settlement was solely in cash.
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(
2)
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Each restricted stock unit represents a contingent right to receive one share of Gran Tierra Energy Inc. common stock. The restricted stock units originally vested in three equal installments on March 1, 2015, March 1, 2016 and March 1, 2017. Due to an amendment of the Reporting Person's employment agreement, the remaining restricted stock units fully vested on May 7, 2016.
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(
3)
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Each restricted stock unit represents a contingent right to receive one share of Gran Tierra Energy Inc. common stock. The restricted stock units originally vested in three equal installments on March 1, 2016, March 1, 2017 and March 1, 2018. Due to an amendment of the Reporting Person's employment agreement, the remaining restricted stock units fully vested on May 7, 2016.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Hardy David Eldon
C/O GRAN TIERRA ENERGY INC.
200, 150 13 AVENUE SW
CALGARY, A0 T2R 0V2
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VP Legal and General Counsel
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Signatures
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/s/ David Hardy
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5/10/2016
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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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