SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Reynolds Kermit Earl

(Last)

(First)

(Middle)

701 CEDAR LAKE BLVD

(Street)

OKLAHOMA CITY

73114

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Chaparral Energy, Inc. [ CHAP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/27/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	12/27/2019		D		173,311	D	⁽¹⁾	215,179	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	12/27/2019		D			350,000	⁽²⁾⁽³⁾	⁽²⁾⁽³⁾	Class A Common Stock	350,000	⁽²⁾⁽³⁾	0⁽²⁾⁽³⁾	D

Explanation of Responses:

1. As a result of Mr. Reynolds' resignation as an employee of Chaparral Energy, Inc. (the "Issuer") on December 27, 2019, a total of 173,311 unvested shares of restricted Class A common stock, par value $0.01 per share ("Common Stock"), of the Issuer were forfeited back to the Issuer. This forfeiture is exempt from Sections 16(a) and 16(b) of the Securities Exchange Act of 1934 (the "Exchange Act") pursuant to Rules 16a-4(d) and 16b-6(d), respectively, under the Exchange Act. Effective as of December 20, 2019, Mr. Reynolds resigned as an officer and director of the Issuer and each of its subsidiaries, but remained an employee until December 27, 2019.

2. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Common Stock upon vesting and settlement.

3. As a result of Mr. Reynolds' resignation as an employee of the Issuer on December 27, 2019, a total of 350,000 RSUs were forfeited back to the Issuer. Of these forfeited RSUs, 175,000 RSUs would have vested based on passage of time and 175,000 RSUs would have vested based on both passage of time and the achievement of performance thresholds, all granted under the Issuer's 2019 Long-Term Incentive Plan. This forfeiture is exempt from Sections 16(a) and 16(b) of the Exchange Act pursuant to Rules 16a-4(d) and 16b-6(d), respectively, under the Exchange Act.

Remarks:

	/s/ Justin P. Byrne, Attorney-in-Fact	12/30/2019
	** 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 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).
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