SEC Form 4 · accession 0001104659-17-015595
Sanchez Energy Corp · SNEC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Antonio R Sanchez III
Officer — Chief Executive Officer · Director
Period of report
Feb 21, 2017
Accepted (ET)
Mar 9, 2017 · 9:36 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001528837
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 21, 2017 | A | 193,811 | $11.63 | A | 1,588,594 | D | |
| Common Stock | Feb 21, 2017 | A | 125,407 | $11.63 | A | 1,714,001 | D | |
| Common Stock | Feb 21, 2017 | M | 193,811 | $11.63 | D | 1,520,190 | D | |
| Common Stock | Feb 21, 2017 | M | 125,407 | $11.63 | D | 1,394,783 | D | |
| Common StockF2 | holding | — | — | — | 879,472 | I | By Sanchez Oil & Gas Corporation | |
| Common StockF3 | holding | — | — | — | 371,836 | I | By 1988 Trust No. 11 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom StockF4 | — | Feb 21, 2017 | M | 193,811 | D | Feb 21, 2017 | Feb 21, 2017 | Common Stock | 193,811 | 0 | D |
| Phantom StockF5 | — | Feb 21, 2017 | M | 125,407 | D | Feb 21, 2017 | Feb 21, 2017 | Common Stock | 125,407 | 0 | D |
Explanation of responses
- F1The number of shares of Common Stock reported in Column 5 is the number of shares beneficially owned as of the date of this filing and takes into account transactions reported on Form 4 filings since the date of the transactions reported herein.
- F2These shares are owned directly by Sanchez Oil & Gas Corporation ("SOG"). SOG is managed by Reporting Person and other members of the Sanchez family. Reporting Person may be deemed to share voting and dispositive power over the shares held by SOG. Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership by Reporting Person of the reported securities for purposes of Section 16 or any other purpose.
- F3These shares are owned directly by 1988 Trust No. 11. Reporting Person is a co-trustee, along with A. R. Sanchez, Jr., and a beneficiary of 1988 Trust No. 11. Reporting Person may be deemed to share voting and dispositive power over the shares held by 1988 Trust No. 11. Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership by Reporting Person of the reported securities for purposes of Section 16 or any other purpose.
- F4Each share of phantom stock was the economic equivalent of one share of the Issuer's common stock, par value $0.01 per share ("Common Stock"), vesting in five years or earlier if the Common Stock closing price equaled or exceeded certain benchmarks. The Reporting Person settled his shares of phantom stock for cash.
- F5Each share of phantom stock was the economic equivalent of one share of Common Stock. The Reporting Person settled his shares of phantom stock for cash.