| 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 |
|
|||||||||||||||
| 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*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
CALLON PETROLEUM CO [ CPE ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
|
3. Date of Earliest Transaction
(Month/Day/Year) 05/18/2011 | ||||||||||||||||||||||||||
|
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
| 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) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 05/18/2011 | 05/18/2011 | F | V | 4,407(1) | D | $6.7 | 10,282 | D | |
| Common Stock | 05/18/2011 | 05/18/2011 | G | V | 10,282(2) | D | $6.7 | 0.00 | D | |
| Common Stock | 05/18/2011 | 05/18/2011 | G | V | 10,282(2) | A | $6.7 | 10,282 | D | |
| Common Stock | 32,982 | I | 401(k) Account(3) | |||||||
| Common Stock | 2,288 | I | IRA Account | |||||||
| Common Stock | 66,526 | I | Jt. Ten. with Spouse | |||||||
|
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) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| 2009 Restricted Stock Units - Cash(4) | $1.63 | (4) | (4) | Common Stock | 7,875 | 7,875 | D | ||||||||
| 2009 Restricted Stock Units - Stock(5) | $1.63 | (5) | (5) | Common Stock | 44,625 | 44,625 | D | ||||||||
| 2010 Phantom Shares(6) | $4.95 | 11/08/2010 | 12/31/2012 | Common Stock | 50,000 | 50,000 | D | ||||||||
| 2010 Restricted Stock Units - Cash(7) | $4.95 | 11/08/2010 | 05/07/2013 | Common Stock | 15,000 | 15,000 | D | ||||||||
| 2010 Restricted Stock Units - Stock(8) | $4.95 | 11/08/2010 | 05/07/2013 | Common Stock | 85,000 | 85,000 | D | ||||||||
| 2011 Phantom Shares(9) | $7.01 | 05/12/2012 | 12/31/2013 | Common Stock | 37,500 | 37,500 | D | ||||||||
| 2011 Restricted Stock Units - Cash(10) | $7.01 | 05/12/2012 | 05/12/2014 | Common Stock | 11,250 | 11,250 | D | ||||||||
| 2011 Restricted Stock Units - Stock(11) | $7.01 | 05/12/2012 | 05/12/2014 | Common Stock | 63,750 | 63,750 | D | ||||||||
| Stock Option (Right to Buy) | $6.05 | 11/09/2002 | 05/08/2012 | Common Stock | 5,000 | 5,000 | D | ||||||||
| Stock Options (Right to Buy) | $5.12 | 11/03/2003 | 05/02/2013 | Common Stock | 5,000 | 5,000 | D | ||||||||
| Explanation of Responses: |
| 1. Represents disposition of shares previously reported and subject to certain vesting provisions. Issuer withheld shares to satisfy federal and state withholding tax liability associated with fair market value of securities vested. |
| 2. Transfer of shares owned directly to joint tenant with spouse. |
| 3. The number of shares reported is calculated by dividing the total market value of the reporting person's account balance within the Callon Petroleum Company Employee Savings and Protection Plan (401(k) Plan) on the day prior to this Form 4 reporting date by the closing market price per share on that day. |
| 4. Restricted Stock Units will vest 100% on the third anniversary date following the grant date. Payment will be made in cash based on the average of the opening and closing market price of the underlying common stock of the issuer on the date of vesting. |
| 5. Restricted Stock Units will vest 100% on the third anniversary date following the grant date. Payment will be made in shares of common stock of the issuer based on the average of the opening and closing market price of the underlying common stock on the date of vesting. |
| 6. This Phantom Share award is subject to vesting on December 31, 2012 and is payable in cash rather than stock. In addition, the award is subject to a variable percentage payout based on a performance criteria related to the Total Shareholder Return of the Company compared to a group of peer companies. Therefore this award can range from 0% to as much as 150% of its original value at the vesting date. |
| 7. Restricted Stock Units will vest on the third anniversary date following the grant date. Payment will be made in cash based on the average of the opening and closing market price of the underlying common stock of the issuer on the date of vesting. |
| 8. Restricted Stock Units will vest on the third anniversary date following the grant date. Payment will be made in shares of common stock of the issuer based on the average of the opening and closing market price of the underlying common stock on the date of vesting. |
| 9. This Phantom Share award is subject to vesting on December 31, 2013 and is payable in cash rather than stock. In addition, the award is subject to a variable percentage payout based on a performance criteria related to the Total Shareholder Return of the Company compared to a group of peer companies. Therefore this award can range from 0% to as much as 150% of its original value at the vesting date. |
| 10. Restricted Stock Units will vest on the third anniversary date following the grant date. Payment will be made in cash based on the average of the opening and closing market price of the underlying common stock on the date of vesting. |
| 11. Restricted Stock Units will vest on the third anniversary date following the grant date. Payment will be made in shares of common stock of the issuer based on the average of the opening and closing market price of the underlying common stock on the date of vesting. |
| By: Robert A. Mayfield as Attorney-in-fact for | 05/19/2011 | |
| ** 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). | ||
| 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. | ||