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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Phantom Stock Units | $ 0 | 02/07/2019 | M | 104,941 | (1) | (1) | Common Stock | 104,941 (1) | (1) | 193,055 (2) | D | ||||
Phantom Stock Units | $ 0 | (3) | (3) | Phantom Stock Units | 7,147.0387 | 7,147.0387 | D | ||||||||
Stock Option | $ 30.9 | 03/05/2015 | 02/13/2019 | Common Stock | 43,542 | 43,542 | D | ||||||||
Stock Option | $ 30.12 | 03/05/2016 | 02/13/2020 | Common Stock | 48,956 | 48,956 | D | ||||||||
Stock Option | $ 31.74 | 03/05/2017 | 02/13/2021 | Common Stock | 42,871 | 42,871 | D | ||||||||
Stock Option | $ 21.69 | 03/05/2018 | 02/12/2022 | Common Stock | 61,943 | 61,943 | D | ||||||||
Stock Option | $ 10.12 | (4) | 02/16/2023 | Common Stock | 69,869 | 69,869 | D | ||||||||
Stock Option | $ 16.98 | (5) | 02/13/2024 | Common Stock | 65,739 | 65,739 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Doleshek Richard J 1050 17TH STREET SUITE 800 DENVER, CO 80265 |
EVP, CFO |
/s/Dane E. Allen, Attorney in Fact | 02/08/2019 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | In February 2016, QEP's Compensation Committee granted 104,941 PSUs under the QEP's Cash Incentive Plan, which amount represented the number of common shares on which payout would be made in cash if target performance was achieved during the three-year performance period ended 12/31/18. Payout was earned at 100% of target, and a cash payout was made on 104,941 common shares. |
(2) | In February 2017 and 2018, QEP's Compensation Committee granted 69,494 PSUs and 123,561 PSUs, respectively, under the QEP's Cash Incentive Plan, which represents the number of common shares on which payout will be made in cash (or, at the election of the Compensation Committee, shares) if target relative TSR performance is achieved during the three-year performance period ending 12/31/19 and 12/31/20, respectively. |
(3) | Phantom stock units will be payable in cash on the date of, or at a designated anniversary date following, the first to occur of the reporting person's (i) distribution election date which is not earlier than two years from the plan year (ii) separation from service from QEP (subject to 6-month delay if necessary to comply with IRC 409A), (iii) death or (iv) disability, pursuant to the QEP Resources, Inc. Deferred Compensation Wrap Plan. This total includes shares attributable to the 401(k) supplemental program of the Deferred Compensation Wrap Plan. Consequently, share totals may change without any visible activity. |
(4) | The option vests in three annual installments beginning on March 5, 2017, subject to accelerated vesting upon the occurrence of certain events as set forth in the award agreement. |
(5) | The option vests in three annual installments beginning on March 5, 2018, subject to accelerated vesting upon the occurrence of certain events as set forth in the award agreement |