SEC Form 4 · accession 0001209191-17-016279
STONE ENERGY CORP · SGY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard L Toothman Jr.
Officer — Sr VP - Appalachia
Period of report
Feb 28, 2017
Accepted (ET)
Mar 2, 2017 · 10:28 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000904080
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.01 par valueF1 | Feb 28, 2017 | J | 6,317 | $0.00 | D | 0 | D | |
| Common Stock, $0.01 par valueF2 | Mar 1, 2017 | J | 1,113 | $0.00 | A | 1,113 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantsF3 | $42.04 | Mar 1, 2017 | J | 3,929 | A | — | Mar 1, 2021 | Common Stock, $0.01 par value | 3,929 | 3,929 | D |
Explanation of responses
- F1On December 14, 2016, the Issuer and certain of its subsidiaries (the "Debtors") filed voluntary petitions in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the "Bankruptcy Court") seeking relief under the provisions of Chapter 11 of Title 11 of the United States Bankruptcy Code (the "Bankruptcy Code"). On February 15, 2017, the Bankruptcy Court entered an order confirming the Debtor's Second Amended Joint Prepackaged Plan of Reorganization, dated December 28, 2016 (the "Plan") and on February 28, 2017 (the "Effective Date"), the Plan became effective pursuant to its terms and the Debtors emerged from bankruptcy. On the Effective Date, all outstanding shares of the Issuer's common stock (the "Old Common Stock") were cancelled and extinguished.
- F2New shares of the Issuer's common stock, par value $0.01 per share (the "New Shares") were issued to the Reporting Person pursuant to the Plan in exchange for Old Common Stock held by the Reporting Person on the Effective Date under the Plan. The Reporting Person received 1 New Share for every 5.674558 shares of Old Common Stock held by the Reporting Person on the Effective Date of the Plan. Included in the New Shares are 223 shares of restricted stock that vest January 15, 2018. The receipt of New Shares was involuntary, without consideration and in accordance with the Plan approved by the Bankruptcy Court.
- F3Pursuant to the Plan, the Reporting Person received 3.529412 warrants for each New Common Share. The warrants may be exercised any time prior to the expiration date, unless terminated earlier by their terms upon the consummation of certain business combinations or sale transactions involving the issuer. The receipt of the warrants was involuntary and without consideration.