SEC Form 4 · accession 0001528129-15-000048
Laredo Petroleum, Inc. · LPI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Randy A Foutch
Officer — Chairman & CEO · Director
Period of report
Feb 27, 2015
Accepted (ET)
Mar 3, 2015 · 1:20 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001528129
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 27, 2015 | A | 80,079 | $0.00 | A | 601,451 | D | |
| Common StockF2 | holding | — | — | — | 95,037 | I | By Foutch Family Trust A | |
| Common StockF2 | holding | — | — | — | 95,037 | I | By Foutch Family Trust B | |
| Common StockF2 | holding | — | — | — | 95,037 | I | By Foutch Family Trust C | |
| Common StockF2 | holding | — | — | — | 95,037 | I | By Foutch Family Trust D | |
| Common StockF2 | holding | — | — | — | 500 | I | By Daughter | |
| Common StockF2 | holding | — | — | — | 450,928 | I | By Lariat Ranch LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to buy)F3 | $11.93 | Feb 27, 2015 | A | 167,904 | A | Feb 27, 2016 | Feb 27, 2025 | Common Stock | 167,904 | 167,904 | D |
| Performance UnitsF4 | — | Feb 27, 2015 | A | 160,159 | A | Dec 31, 2017 | — | Common Stock | 160,159 | 160,159 | D |
| Stock Option (Right to buy)F3 | $25.60 | holding | — | — | — | Feb 27, 2015 | Feb 27, 2024 | Common Stock | 96,040 | 96,040 | D |
| Performance UnitsF5 | — | holding | — | — | — | Dec 31, 2016 | — | Common Stock | 77,620 | 77,620 | D |
| Stock Option (Right to buy)F3 | $17.34 | holding | — | — | — | Feb 15, 2014 | Feb 15, 2023 | Common Stock | 128,709 | 128,709 | D |
| Performance UnitsF6 | — | holding | — | — | — | Dec 31, 2015 | — | Common Stock | 18,425 | 18,425 | D |
| Stock Option (Right to buy)F3 | $24.11 | holding | — | — | — | Feb 3, 2013 | Feb 3, 2022 | Common Stock | 62,868 | 62,868 | D |
Explanation of responses
- F1These restricted shares are granted under the Issuer's 2011 Omnibus Equity Incentive Plan and will vest in three equal annual installments beginning on the first anniversary date of the grant.
- F2By reason of the provisions of Rule 16a-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), Mr. Foutch may be deemed to be a beneficial owner of the 380,148 shares of common stock of the Issuer held by the Foutch Family Trusts, the 500 shares of common stock of the Issuer held by his daughter and the 450,928 shares of common stock held by Lariat Ranch LLC. Pursuant to Rule 16a-1(a)(4) of the Exchange Act, Mr. Foutch herein states that this Form 4 shall not be deemed an admission that he is the beneficial owner of such shares of common stock. Mr. Foutch disclaims beneficial ownership of the common stock of the Issuer, except to the extent that he has a pecuniary interest in such shares of common stock.
- F3This stock option was granted under the Issuer's 2011 Omnibus Equity Incentive Plan and is exercisable as to 25% on each of the first four anniversaries of the date of the grant.
- F4These performance share units are granted under the Issuer's 2011 Omnibus Equity Incentive Plan. Each performance share unit represents a share of common stock. The performance share units will be payable, if at all, in common stock, based upon the Issuer's total shareholders return measured against an industry peer group, over a three year performance period ending December 31, 2017. The final number of shares of common stock granted can range from 0% to 200% of the performance share units.
- F5These performance units are granted under the Issuer's 2011 Omnibus Equity Incentive Plan. Each performance unit has a value of $100. The performance units will be payable, if at all, in cash, based upon the Issuer's total shareholders return measured against an industry peer group, over a three year performance period ending December 31, 2016. The final value of the performance units granted can range from 0% to 200% of the target value.
- F6These performance units are granted under the Issuer's 2011 Omnibus Equity Incentive Plan. Each performance unit has a value of $100. The performance units will be payable, if at all, in cash, based upon the Issuer's total shareholders return measured against an industry peer group, over a three year performance period ending December 31, 2015. The final value of the performance units granted can range from 0% to 200% of the target value.