SEC Form 4 · accession 0001209191-16-106688
WPX ENERGY, INC.
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
J Kevin Vann
Officer — SVP and CFO
Period of report
Mar 4, 2016
Accepted (ET)
Mar 7, 2016 · 5:22 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001518832
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 4, 2016 | M | 4,219 | — | A | 99,264 | D | |
| Common StockF3 | Mar 4, 2016 | F | 1,365 | $5.84 | D | 97,899 | D | |
| Common StockF4 | Mar 4, 2016 | M | 10,818 | — | A | 108,717 | D | |
| Common StockF3 | Mar 4, 2016 | F | 3,500 | $5.84 | D | 105,217 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F2,F6,F1 | — | Mar 4, 2016 | M | 6,491 | D | — | — | Common Stock | 4,219 | 56,041 | D |
| Restricted Stock UnitsF4,F6 | — | Mar 4, 2016 | M | 10,818 | D | — | — | Common Stock | 10,818 | 37,069 | D |
Explanation of responses
- F1Number of shares of common stock paid out was less than the number of performance-based restricted stock units originally granted based on the applicable award agreement and a performance factor of 0.65.
- F2Each performance-based restricted stock unit represented a contingent right to receive a share of common stock, subject to adjustment based on the applicable award agreement and compensation committee certification that the Company had met the three-year performance measure.
- F3Represents shares withheld to satisfy withholding tax obligations due upon vesting of restricted stock units.
- F4Each time-based restricted stock unit represented a contingent right to receive a share of common stock, subject to the applicable award agreement.
- F5Vesting of performance-based awards are subject to compensation committee certification that the Company has met a three-year performance measure, which is based on total shareholder return with absolute and relative dependent measures.
- F6Award vested on March 4, 2016.