Statement of Changes in Beneficial Ownership (4)
July 02 2020 - 04:30PM
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
*
Gatto Joseph C. Jr. |
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 __X__ Officer (give title below) _____ Other (specify below) President and CEO |
(Last)
(First)
(Middle)
2000 W. SAM HOUSTON PKWY. S., SUITE 2000 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
7/1/2020 |
(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 | | | | | | | | 53938 | I | 401(k) Account |
Common Stock | 7/1/2020 | | M | | 40049 | A | (1) | 476544 | D | |
Common Stock | 7/1/2020 | | F | | 15760 (2)(3) | D | $1.15 (3) | 460784 | 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 |
2017 LTI Award | (1) | 7/1/2020 | | M | | | 40049 | (4) | (4) | Common Stock | 40049.0 | (1) | 0 | D | |
Explanation of Responses: |
(1) | Restricted Stock Units ("RSUs") convert into Common Stock on a one-for-one basis. |
(2) | Payment of tax liability by withholding Common Stock incident to vesting of Restricted Stock Unit award issued in accordance with Rule 16b-3. |
(3) | Pursuant to the Company's 2011 Omnibus Incentive Plan, each RSU is the economic equivalent of one share of CPE Common Stock at its closing price on the vesting date. If the vesting date should fall on a weekend or holiday, the preceding business day's closing price is used. |
(4) | On July 11, 2017, the reporting person was granted 120,148 RSUs subject to three-year ratable vesting, with one-third vesting each year subsequent to the award year. The first tranche vested on July 1, 2018. The second tranche vested on July 1, 2019, and the third and final tranche vested on July 1, 2020. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Gatto Joseph C. Jr. 2000 W. SAM HOUSTON PKWY. S. SUITE 2000 HOUSTON, TX 77042 | X |
| President and CEO |
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Signatures
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/s/ Joseph C. Gatto, Jr. by Diana L. Denton, as Attorney-in-Fact | | 7/2/2020 |
**Signature of Reporting Person | Date |
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