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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 | ||||||||
Non-qualified stock option (right to buy) (1) | $ 1.1 | 11/30/2011 | A | 400,000 | (2) | 11/30/2021 | Common Stock | 400,000 | $ 0 | 800,000 | D | ||||
Non-qualified stock option (right to buy) (1) | $ 1.1 | 11/30/2011 | A | 200,000 | (3) | 11/30/2021 | Common Stock | 200,000 | $ 0 | 1,000,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Lafargue Antoine Jean 7 CUSTOM HOUSE STREET PORTLAND, OR 04101 |
VP, CFO,TREASURER |
/s/ Antoine J. Lafargue | 12/02/2011 | |
**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) | On November 30, 2011, the reporting person was awarded two non-qualified stock options pursuant to the Company's 1998 Stock Incentive Plan, which options cover an aggregate of 600,000 shares of the Company's common stock. |
(2) | The time-based options awarded on November 30, 2011 cover 400,000 shares of common stock, have an exercise price of $1.10 per share and vest as follows: 200,000 option shares vest in full on November 30, 2012 and 200,000 option shares vest in full on November 30, 2013. |
(3) | The performance-based options awarded on November 30, 2011 cover 200,000 shares of common stock, have an exercise price of $1.10 per share and vest as follows: 100,000 option shares vest in full upon the completion of the Nautilus drilling program; 50,000 option shares vest in full upon the completion of the relocation of the Company's headquarters from Portland, Maine to Denver, Colorado; and 50,000 option shares vest in full upon the "completion" (as defined in the SA referenced below) of the asset swap transaction subject to the September 14, 2011 Sale Agreement between Magellan Petroleum (NT) PTY LTD, Santos QNT PTY LTD and Santos Limited (the "SA"). |