SEC Form 4 · accession 0001209191-18-048258
CONOCOPHILLIPS · COP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ryan Michael Lance
Officer — Chairman and CEO · Director
Period of report
Aug 22, 2018
Accepted (ET)
Aug 23, 2018 · 5:41 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001163165
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Aug 22, 2018 | M | 61,115 | $34.67 | A | 106,312 | D | |
| Common Stock | Aug 22, 2018 | M | 60,109 | $36.90 | A | 166,421 | D | |
| Common Stock | Aug 22, 2018 | M | 38,840 | $36.90 | A | 205,261 | D | |
| Common StockF1 | Aug 22, 2018 | S | 160,064 | $72.0739 | D | 45,197 | D | |
| Common Stock | holding | — | — | — | 49,822 | I | By Lance Family Trust | |
| Common StockF2 | holding | — | — | — | 12,678 | I | By ConocoPhillips Savings Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (Right to Buy)F3,F4 | $34.67 | Aug 22, 2018 | M | 61,115 | D | — | Feb 12, 2019 | Common Stock | 62,242 | 0 | D |
| Stock Options (Right to Buy)F3,F5 | $36.90 | Aug 22, 2018 | M | 60,109 | D | — | Feb 12, 2020 | Common Stock | 60,109 | 38,840 | D |
| Stock Options (Right to Buy)F6,F7 | $36.90 | Aug 22, 2018 | M | 38,840 | D | — | Feb 12, 2020 | Common Stock | 38,840 | 0 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $71.93 to $72.36, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges provided herein.
- F2Includes units acquired through routine dividend transactions that are exempt under rule 16a-11 and through a qualified plan that are exempt under rule 16a-3.
- F3In connection with the spin-off of Phillips 66 on April 30, 2012 by ConocoPhillips, outstanding ConocoPhillips stock options were adjusted so that the holders hold vested stock options to purchase both Phillips 66 common stock and ConocoPhillips common stock. The Phillips 66 and ConocoPhillips stock options received, when combined, will generally preserve the intrinsic value of each original stock option grant and the ratio of the exercise to the fair market value of ConocoPhillips common stock on the distribution date.
- F4The stock options became exercisable in three equal annual installments beginning on 02/12/2010.
- F5The stock options became exercisable in two equal annual installments beginning on 02/12/2011.
- F6In connection with the spin-off of Phillips 66 on April 30, 2012 by ConocoPhillips, restricted stock units that were not vested and were held by ConocoPhillips officers or employees, who continued as officers or employees of ConocoPhillips immediately after the spin-off, were replaced with adjusted ConocoPhillips restricted stock units, which will generally preserve the intrinsic value of each restricted stock unit grant to the fair market value of ConocoPhillips common stock on the distribution date.
- F7The stock options were exercisable on 02/12/2013.