SEC Form 4 · accession 0000899243-18-025088
LEGACY RESERVES LP · LGCY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James Daniel Westcott
Officer — President and CFO
Period of report
Sep 20, 2018
Accepted (ET)
Sep 24, 2018 · 7:51 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001358831
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Units representing limited partner interestsF2,F3 | Sep 20, 2018 | M | 301,648 | — | A | 404,088 | D | |
| Units representing limited partner interestsF2,F5 | Sep 20, 2018 | M | 809,441 | — | A | 1,213,529 | D | |
| Units representing limited partner interests | Sep 20, 2018 | D | 809,441 | $4.84 | D | 404,088 | D | |
| Units representing limited partner interestsF2,F6 | Sep 20, 2018 | M | 506,499 | — | A | 910,587 | D | |
| Units representing limited partner interests | Sep 20, 2018 | D | 506,499 | $4.84 | D | 404,088 | D | |
| Units representing limited partner interestsF1,F3,F5,F6 | Sep 20, 2018 | D | 404,088 | — | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom UnitsF2,F3 | — | Sep 20, 2018 | M | 301,648 | D | — | — | Units | 301,648 | 0 | D |
| Phantom UnitsF2,F4,F5 | — | Sep 20, 2018 | M | 809,441 | D | — | — | Units | 809,441 | 0 | D |
| Phantom UnitsF2,F6 | — | Sep 20, 2018 | M | 506,499 | D | — | — | Units | 506,499 | 0 | D |
Explanation of responses
- F1In connection with the corporate reorganization of the Issuer from a master limited partnership to a corporation (the "Corporate Reorganization"), each outstanding unit representing a limited partner interest in the Issuer ("Unit") was converted into the right to receive one share of common stock, $0.01 par value per share, of Legacy Reserves Inc. ("New Legacy Common Stock").
- F2Each phantom unit represents the economic equivalent of a Unit.
- F3These phantom units were granted pursuant to an award agreement that provided for settlement in Units and were scheduled to vest as follows: (i) 82,609 phantom units subject to vesting on February 18, 2019; (ii) 83,700 phantom units subject to vesting on February 18, 2020; and (iii) 135,339 phantom units subject to vesting on February 18, 2021. In connection with the Corporate Reorganization, these phantom units automatically vested in full and were settled in Units.
- F4These phantom units were granted pursuant to an award agreement that provided for settlement in cash and provided for cliff vesting in the third year after grant, subject to the achievement of certain performance-based criteria during the three fiscal years prior to the vesting date. The vesting schedule was as follows: (i) 472,050 phantom units on February 18, 2019; (ii) 334,802 phantom units on February 18, 2020; and (iii) 812,030 phantom units on February 18, 2021.
- F5In connection with the Corporate Reorganization, 809,441 of these phantom units automatically vested in full and were settled in cash. Another 809,441 phantom units were forfeited.
- F6These phantom units were granted pursuant to an award agreement that provided for settlement in cash and were scheduled to vest as follows: (i) 271,429 phantom units on February 18, 2019; (ii) 167,401 phantom units on February 18, 2020; and (iii) 67,669 phantom units on February 18, 2021. In connection with the Corporate Reorganization, these phantom units automatically vested in full and were settled in cash.
Remarks
President and Chief Financial Officer of Legacy Reserves GP, LLC, the general partner of Legacy Reserves LP.