SEC Form 4 · accession 0000785968-16-000100
MILLER ENERGY RESOURCES, INC. · MILL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott M Boruff
Officer — Executive Chairman · Director · 10% Owner
Period of report
Mar 29, 2016
Accepted (ET)
Apr 1, 2016 · 10:08 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000785968
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3,F4 | Mar 29, 2016 | J | 2,869,728 | $0.00 | D | 0 | D | |
| Common StockF4 | Mar 29, 2016 | J | 8,000 | $0.00 | D | 0 | I | Children |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| OPTIONF4 | $6.00 | Mar 29, 2016 | J | 625,000 | D | Dec 23, 2011 | Dec 23, 2015 | Common Stock | 625,000 | 0 | D |
| OPTIONF4 | $6.00 | Mar 29, 2016 | J | 1,250,000 | D | Dec 23, 2012 | Dec 23, 2015 | Common Stock | 1,250,000 | 0 | D |
| OPTIONF4 | $6.00 | Mar 29, 2016 | J | 1,875,000 | D | Dec 23, 2013 | Dec 23, 2015 | Common Stock | 1,875,000 | 0 | D |
| OPTIONF4 | $6.00 | Mar 29, 2016 | J | 2,500,000 | D | Dec 23, 2014 | Dec 23, 2015 | Common Stock | 2,500,000 | 0 | D |
| OPTIONF4 | $5.89 | Mar 29, 2016 | J | 83,333 | D | May 27, 2012 | May 27, 2021 | Common Stock | 83,333 | 0 | D |
| OPTIONF4 | $5.89 | Mar 29, 2016 | J | 83,333 | D | May 27, 2013 | May 27, 2021 | Common Stock | 83,333 | 0 | D |
| OPTIONF4 | $5.89 | Mar 29, 2016 | J | 83,334 | D | May 27, 2014 | May 27, 2021 | Common Stock | 83,334 | 0 | D |
Explanation of responses
- F1This restricted stock grant was made pursuant to Mr. Boruff's Employment Agreement, which is effective as of the end of our fiscal year, at April 30, 2012. Certain financial measurements are required to be calculated before Mr. Boruff's award can be determined; therefore, the actual date of determination was July 3, 2012. These shares vest over four years in equal installments of 25,000 shares beginning on 4/30/2013 through 04/30/2017.
- F2This restricted stock grant was made in lieu of a portion of Mr. Boruff's incentive cash bonus for fiscal 2012.
- F3These shares were awarded in accordance with Mr. Boruff's employment agreement and are the final one-fourth of his 250,000 share restricted stock grant made on August 1, 2008. These shares vested on August 1, 2012.
- F4Pursuant to the Issuer's Plan of Reorganization Pursuant to Chapter 11 of the Bankruptcy Code, which was confirmed by the United States Bankruptcy Court for the District of Alaska and became effective on March 29, 2016 (the "Plan"), all equity interests in the Issuer (including common stock and preferred stock, and derivative securities with respect thereto) that were outstanding prior to effectiveness were cancelled.
Remarks
This report is being filed to report the cancellation of the reporting person's Common Stock and other derivative securities in accordance with the Plan.