SEC Form 4 · accession 0001140361-16-056696
LEGACY RESERVES LP · LGCY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Cary D Brown
Director
Period of report
Feb 18, 2016
Accepted (ET)
Mar 7, 2016 · 3:51 pm EST
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 interestsF1 | Feb 18, 2016 | M | 7,157 | $0.00 | A | 18,182 | D | |
| Units representing limited partner interestsF3,F4,F2 | holding | — | — | — | 3,606,565 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom UnitsF7,F1,F5,F6 | — | Feb 18, 2016 | M | 7,157 | D | — | — | Units | 7,157 | 341,900 | D |
Explanation of responses
- F1Each phantom unit represents the economic equivalent of a unit representing a limited partner interest in Legacy Reserves LP.
- F2The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these units in this report shall not be deemed an admission of beneficial ownership of all the reported units for the purposes of Section 16 or for any other purpose.
- F3Includes Mr. Brown's pecuniary interest in 406,827 units held by DAB Family Properties, Ltd., an entity partially owned by Brown Heirs 2012 Trust, of which Mr. Brown is a beneficiary.
- F4Includes 3,199,738 units held by Cary and Jill Brown Family Partners Ltd.
- F5Phantom units granted prior to March 3, 2014 vest annually in one-third increments on February 18th of each applicable year and are payable in units. Phantom units granted on or after March 3, 2014 vest on February 18th in the third year after grant and are payable in units.
- F6Pursuant to the achievement of certain objective, performance-based criteria, 789 of the phantom units eligible to vest for the year ended December 31, 2015, granted on March 7, 2013, vested, and 9,734 phantom units were forfeited. With respect to the subjective phantom unit grants, 6,368 phantom units (the third tranche of the 2013 subjective phantom unit grant) vested.
- F7Includes 88,500 phantom units and 253,400 phantom units from the phantom units granted on March 7, 2014 and February 24, 2015, respectively.
Remarks
Chairman of the Board of Directors of Legacy Reserves GP, LLC, the general partner of Legacy Reserves LP.