FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 04/30/2012 |
3. Issuer Name and Ticker or Trading Symbol
CONOCOPHILLIPS [ COP ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 13,655 | D | |
Common Stock | 12,838.149 | I | ConocoPhillips Savings Plan |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Phantom Stock | (1) | (3) | Common Stock | 69,160 | (2) | D | |
Phantom Stock | (4) | (3) | Common Stock | 711.448 | (2) | D | |
Stock Option (Right to Buy) | (5) | 10/22/2012 | Common Stock | 12,738 | $23.55 | D | |
Stock Option (Right to Buy) | (5) | 10/22/2012 | Common Stock | 4,662 | $23.55 | D | |
Stock Option (Right to Buy) | (6) | 02/10/2013 | Common Stock | 8,400 | $24.37 | D | |
Stock Option (Right to Buy) | (7) | 02/04/2015 | Common Stock | 11,200 | $47.83 | D | |
Stock Option (Right to Buy) | (8) | 02/10/2016 | Common Stock | 7,500 | $59.075 | D | |
Stock Option (Right to Buy) | (9) | 02/08/2017 | Common Stock | 13,400 | $66.37 | D | |
Stock Option (Right to Buy) | (10) | 02/14/2018 | Common Stock | 13,200 | $79.38 | D | |
Stock Option (Right to Buy) | (11) | 02/12/2019 | Common Stock | 27,700 | $45.47 | D | |
Stock Option (Right to Buy) | (12) | 02/12/2020 | Common Stock | 28,100 | $48.385 | D | |
Stock Option (Right to Buy) | (13) | 02/10/2021 | Common Stock | 28,300 | $70.125 | D | |
Stock Option (Right to Buy) | (14) | 02/09/2022 | Common Stock | 32,900 | $71.87 | D |
Explanation of Responses: |
1. The stock units will be forfeited if the reporting person separates from service prior to the end of an escrow period ending on the earliest to occur of the following: (a) termination of employment as a result of layoff; (b) termination of employment after attainment of age 55 with five years of service; (c) termination of employment due to death or total disability; or (d) termination of employment following a change in control. During the escrow period, the reporting person may not dispose of the stock units. The stock units will convert to common stock on the later of (a) the end of the escrow period or (b) the earlier of (i) death or (ii) six months after separation from service in which case the stock units will convert to common stock. The reporting person may also elect to defer conversion of stock units until a later date. |
2. The stock units convert to ConocoPhillips common stock on a 1-for-1 basis. |
3. The stock units do not have an expiration date. |
4. The shares of phantom stock were acquired under a Defined Contribution Makeup Plan providing for settlement upon termination of employment, subject to possible deferred payment in certain circumstances. The reporting of this transaction is not an acknowledgment that it is not an exempt transaction under an Excess Benefit Plan pursuant to Rule 16b-3(c). |
5. Vested in three equal annual installments beginning October 22, 2003. |
6. Vested in three equal annual installments beginning February 10, 2004. |
7. Vested in three equal annual installments beginning February 4, 2006. |
8. Vested in three equal annual installments beginning February 10, 2007. |
9. Vested in three equal annual installments beginning February 8, 2008. |
10. Vested in three equal annual installments beginning February 14, 2009. |
11. Vested in three equal annual installments beginning February 12, 2010. |
12. Vest in three equal annual installments beginning February 12, 2011. |
13. Vest in three equal annual installments beginning February 10, 2012. |
14. Vest in three equal annual installments beginning February 9, 2013. |
Nathan P. Murphy, Attorney-In-Fact | 05/08/2012 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |