Statement of Changes in Beneficial Ownership (4)
04 Juni 2019 - 11:35PM
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).
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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
*
Gatto Joseph C. Jr.
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2. Issuer Name
and
Ticker or Trading Symbol
CALLON PETROLEUM CO
[
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
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(Last)
(First)
(Middle)
1401 ENCLAVE PARKWAY, SUITE 600
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3. Date of Earliest Transaction
(MM/DD/YYYY)
6/1/2019
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(Street)
HOUSTON, TX 77077
(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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24500
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I
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401(k) Account
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Common Stock
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6/1/2019
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M
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36723
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A
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(1)
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282031
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D
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Common Stock
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6/1/2019
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F
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14451
(2)
(3)
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D
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$6.25
(3)
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267580
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D
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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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2018 RSU - Stock
(4)
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(1)
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6/1/2019
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M
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36723
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(4)
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(4)
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Common Stock
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36723.0
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(1)
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73446
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D
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Explanation of Responses:
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(1)
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Restricted Stock Units ("RSUs") convert into Common Stock on a one-for-one basis.
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(2)
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Payment of tax liability by withholding Common Stock incident to vesting of RSU award issued in accordance with Rule 16b-3.
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(3)
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Pursuant to the Company's 2018 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.
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(4)
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On May 10, 2018, the reporting person was granted 110,169 RSUs subject to three-year ratable vesting with one-third vesting each year subsequent to the award year. The first tranche vested on June 1, 2019. The second tranche will vest on June 1, 2020 and the third and final tranche will vest on June 1, 2021.
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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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Gatto Joseph C. Jr.
1401 ENCLAVE PARKWAY
SUITE 600
HOUSTON, TX 77077
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X
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President and CEO
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Signatures
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Joseph C. Gatto, Jr. by Stacy E. Skelton, as Attorney-in-Fact
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6/4/2019
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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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