SEC Form 4 · accession 0001209191-17-033956
EARTHSTONE ENERGY INC · ESTE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Frank Alan Lodzinski
Officer — CEO · Director
Period of report
May 17, 2017
Accepted (ET)
May 19, 2017 · 4:47 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000010254
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | May 1, 2017 | G | 75,000 | $0.00 | D | 75,000 | D | |
| Common StockF3 | May 1, 2017 | G | 75,000 | $0.00 | A | 99,500 | I | By Azure Energy, LLC |
| Common StockF2,F4 | May 9, 2017 | J | 75,000 | — | D | 0 | D | |
| Class A Common StockF2,F4 | May 9, 2017 | J | 75,000 | — | A | 75,000 | D | |
| Common StockF4,F3 | May 9, 2017 | J | 99,500 | — | D | 0 | I | By Azure Energy, LLC |
| Class A Common StockF4,F3 | May 9, 2017 | J | 99,500 | — | A | 99,500 | I | By Azure Energy, LLC |
| Class A Common StockF3 | May 17, 2017 | J | 68,298 | $0.00 | A | 167,798 | I | By Azure Energy, LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This transaction involved a gift of securities by the reporting person to Azure Energy, LLC.
- F2Includes a restricted stock unit award that vests as to 66,666 units in eight equal monthly installments with the next vesting date on May 31, 2017, subject to the terms of the restricted stock unit agreement. Each restricted stock unit represents the contingent right to receive one share of Class A Common Stock of the Issuer.
- F3The reporting person disclaims beneficial ownership of any shares of the Issuer's Class A Common Stock held by Azure Energy, LLC, except to the extent of his pecuniary interest therein.
- F4Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock, $0.001 par value per share, was reclassified into one share of Class A Common Stock, $0.001 par value per share.
- F5Represents 68,298 shares of Class A Common Stock distributed to Azure Energy, LLC as part of a pro rata distribution by Oak Valley Management, LLC to its members for no consideration. Oak Valley Management, LLC received the shares pursuant to a pro rata distribution by Oak Valley Resources, LLC to its members for no consideration.