0001040593-19-000150.txt : 20191220
0001040593-19-000150.hdr.sgml : 20191220
20191220132721
ACCESSION NUMBER: 0001040593-19-000150
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20191220
FILED AS OF DATE: 20191220
DATE AS OF CHANGE: 20191220
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WEBSTER STEVEN A
CENTRAL INDEX KEY: 0001008023
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-29187-87
FILM NUMBER: 191299366
MAIL ADDRESS:
STREET 1: 500 DALLAS STREET
STREET 2: SUITE 2300
CITY: HOUSTON
STATE: TX
ZIP: 77002
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CARRIZO OIL & GAS INC
CENTRAL INDEX KEY: 0001040593
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 760415919
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 500 DALLAS STREET
STREET 2: SUITE 2300
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: 7133281000
MAIL ADDRESS:
STREET 1: 500 DALLAS STREET
STREET 2: SUITE 2300
CITY: HOUSTON
STATE: TX
ZIP: 77002
4
1
wf-form4_157686642409677.xml
FORM 4
X0306
4
2019-12-20
1
0001040593
CARRIZO OIL & GAS INC
CRZO
0001008023
WEBSTER STEVEN A
500 DALLAS STREET
SUITE 2300
HOUSTON
TX
77002
1
0
0
0
Common Stock
2019-12-20
4
D
0
2895988
D
0
D
Common Stock
2019-12-20
4
D
0
25000
D
0
I
by San Felipe Resources Company
Common Stock
2019-12-20
4
D
0
140000
D
0
I
by wife
Restricted Stock Units
0.0
2019-12-20
4
D
0
15397
D
Common Stock
15397.0
0
D
On December 20, 2019, pursuant to the Agreement and Plan of Merger, dated as of July 14, 2019, as amended (the "Merger Agreement"), by and between Callon Petroleum Company ("Callon") and Carrizo Oil & Gas, Inc. (the "Company"), the Company merged with and into Callon (the "Merger"), with Callon surviving the Merger. Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of Company common stock issued and outstanding immediately prior to the Effective Time owned by the Reporting Person converted into the right to receive 1.75 shares (the "Exchange Ratio") of Callon common stock, along with cash in lieu of fractional shares. The closing price per share of Callon common stock on the New York Stock Exchange on December 19, 2019, the day prior to the Effective Time, was $4.72.
Pursuant to the Merger Agreement, at the Effective Time, each Company restricted stock unit relating to Company common stock ("Company RSU") outstanding as of immediately prior to the Effective Time was cancelled and converted into the vested right to receive the number of shares of Callon common stock equal to the product of (a) the number of shares of Company common stock subject to such Company RSU as of immediately prior to the Effective Time, multiplied by (b) the Exchange Ratio, rounded up to the nearest whole share.
/s/ David L. Pitts, attorney-in-fact
2019-12-20