SEC Form 4 · accession 0001528129-17-000041

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 23, 2017

Accepted (ET)

Feb 27, 2017 · 4:43 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 Stock	Feb 23, 2017	J	137	$0.00	A	896,289	D
Common Stock^F2	Feb 23, 2017	J	412	$0.00	A	451,340	I	By Lariat Ranch LLC
Common Stock^F2	holding	—	—		—	90,037	I	By Foutch Family Trust A
Common Stock^F2	holding	—	—		—	90,037	I	By Foutch Family Trust B
Common Stock^F2	holding	—	—		—	90,037	I	By Foutch Family Trust C
Common Stock^F2	holding	—	—		—	90,037	I	By Foutch Family Trust D
Common Stock^F2	holding	—	—		—	500	I	By Daughter

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	$14.12	holding	—	—	—	Feb 17, 2018	Feb 17, 2027	Common Stock	119,826	119,826	D
Performance Units^F4	—	holding	—	—	—	Feb 17, 2020	—	Common Stock	158,434	158,434	D
Stock Option (Right to buy)^F3	$4.10	holding	—	—	—	Feb 19, 2017	Feb 19, 2026	Common Stock	310,111	310,111	D
Performance Units^F5	—	holding	—	—	—	Feb 19, 2019	—	Common Stock	388,817	388,817	D
Stock Option (Right to buy)^F3	$11.93	holding	—	—	—	Feb 27, 2016	Feb 27, 2025	Common Stock	167,904	167,904	D
Performance Units^F6	—	holding	—	—	—	Feb 27, 2018	—	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 Units^F7	—	holding	—	—	—	Feb 27, 2017	—	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
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

F1Randy A. Foutch and Lariat Ranch LLC are limited partners in Warburg Pincus Private Equity IX, L.P. ("Warburg Pincus"). On February 23, 2017, Warburg Pincus distributed, which distribution did not constitute a purchase or sale of securities, an aggregate of approximately 9,999,981 shares ("Distribution Shares") of common stock of Laredo Petroleum, Inc. held by Warburg Pincus, in the aggregate, to their respective partners on a pro rata basis (the "Distribution") for no consideration. In connection with the Distribution, an aggregate of 137 Distribution Shares were transferred to Randy A. Foutch and an aggregate of 412 Distribution Shares were transferred to Lariat Ranch, LLC.
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 360,148 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 451,340 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 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 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, 2019. The final number of shares of common stock granted can range from 0% to 200% of the performance share units.
F5These performance share units are granted under the Issuer's 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, 2018. The final number of shares of common stock granted can range from 0% to 200% of the performance share units.
F6These performance share units are granted under the Issuer's 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.
F7These 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, 2016. The final number of shares of common stock granted can range from 0% to 200% of the performance share units. As their performance criteria were satisfied, 75% of the shares will be issued during the first quarter of 2017 if the February 27, 2017 vesting criteria is satisfied.