SEC Form 4 · accession 0001384072-17-000062
Vanguard Natural Resources, Inc. · VNRR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott W Smith
Officer — President and CEO
Period of report
May 18, 2017
Accepted (ET)
May 18, 2017 · 5:12 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001384072
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Units representing LLC units | May 18, 2017 | C | 40,000 | $0.00 | A | 490,241 | D | |
| Common Units representing LLC units | May 18, 2017 | F | 10,940 | $0.05 | D | 479,301 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom UnitsF1,F2 | $0.00 | May 18, 2017 | D | 40,000 | D | May 18, 2017 | May 18, 2017 | Common Units representing LLC units | 40,000 | 6,074,076 | D |
Explanation of responses
- F1The phantom units were granted pursuant to the execution of a Second Amended and Restated Employment Agreement on February 8, 2010 and subject to a Phantom Unit Award Agreement. Each phantomunit represents the equivalent of one common unit of the Company. The phantom units are subject to vesting in five equal annual installments, with the first vesting date being May 18, 2013, and each subsequentvesting date occurring on each annual anniversary of the first vesting date. The vested phantom units are payable following each vesting date, in either the Company's common units or in a cash amount equal tothe fair market value of the Company's common units on the vesting date.
- F2The phantom units, once vested, shall be settled through the delivery of a number of Common Units equal to the number of such Vested Units, or an amount of cash equal to the Fair Market Value of a Common Unit on the Vesting Date to be paid in a single lump sum payment, as determined by the Comp Committee in its discretion.