0001594466-20-000096.txt : 20200522 0001594466-20-000096.hdr.sgml : 20200522 20200522163022 ACCESSION NUMBER: 0001594466-20-000096 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200521 FILED AS OF DATE: 20200522 DATE AS OF CHANGE: 20200522 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VANLOH S WIL JR CENTRAL INDEX KEY: 0001098463 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36463 FILM NUMBER: 20906346 MAIL ADDRESS: STREET 1: 1401 MCKINNEY STREET, SUITE 2700 CITY: HOUSTON STATE: TX ZIP: 77010 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Parsley Energy, Inc. CENTRAL INDEX KEY: 0001594466 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 464314192 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 303 COLORADO STREET STREET 2: SUITE 3000 CITY: AUSTIN STATE: TX ZIP: 78701 BUSINESS PHONE: (737) 704-2300 MAIL ADDRESS: STREET 1: 303 COLORADO STREET STREET 2: SUITE 3000 CITY: AUSTIN STATE: TX ZIP: 78701 4 1 wf-form4_159017940341047.xml FORM 4 X0306 4 2020-05-21 0 0001594466 Parsley Energy, Inc. PE 0001098463 VANLOH S WIL JR 303 COLORADO STREET AUSTIN TX 78701 1 0 1 0 Class A common stock 2020-05-21 4 A 0 20374 0 A 23963 D Class A common stock 65412650 I See footnote Restricted Stock Unit Award pursuant to the Parsley Energy, Inc. 2014 Long Term Incentive Plan. The award vests in full on May 21, 2021. Mr. VanLoh holds these securities for the benefit of Q-Jagged Peak Energy Investment Partners, LLC ("Q-Jagged Peak"). Mr. VanLoh disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. These shares are held directly by Q-Jagged Peak. QEM V, LLC ("QEM V") is the managing member of Q-Jagged Peak. QEM V may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. QEM V disclaims beneficial ownership of such securities in excess of its pecuniary interest therein. Any decision taken by QEM V to vote, or to direct to vote, and to dispose, or to direct the disposition of, the securities held by Q-Jagged Peak has to be approved by a majority of the members of its investment committee, which majority must include Mr. VanLoh. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest therein. Exhibit 24.1 - Power of Attorney /s/ S. Wil VanLoh, Jr., by Colin Roberts, as Attorney-in-Fact 2020-05-22 EX-24 2 a2020-01x10xvanlohpoa.htm POWER OF ATTORNEY (VANLOH)

Exhibit 24

                               POWER OF ATTORNEY
              FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144

      The undersigned hereby constitutes and appoints Ryan Dalton and Colin Roberts or any of them acting without the other, with full power of substitution, as the undersigned's true and lawful attorney-in-fact to:

      1.    Execute for and on behalf of the undersigned any Form 3, Form 4, Form 5 and Form 144 (including any amendments, corrections, supplements or other changes thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules thereunder, but only to the extent each form or schedule relates to the undersigned's beneficial ownership of securities of Parsley Energy, Inc. or any of its subsidiaries;

      2.    Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any Form 3, Form 4, Form 5 or Form 144 (including any amendments, corrections, supplements or other changes thereto) and timely file the forms or schedules with the Securities and Exchange Commission and any stock exchange or quotation system, self-regulatory association or any other authority, and provide a copy as required by law or advisable to such persons as the attorney-in-fact deems appropriate; and

      3.    Take any other action in connection with the foregoing that, in the opinion of the attorney-in-fact, may be of benefit to, in the best interest of or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in the form and shall contain the terms and conditions as the attorney-in-fact may approve in the attorney-in-fact's discretion.

      The undersigned hereby grants to the attorney-in-fact full power and authority to do and perform all and every act requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully
to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that the attorney-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers granted herein. The undersigned acknowledges that the attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming (nor is Parsley Energy, Inc. assuming) any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act.

      The undersigned agrees that the attorney-in-fact may rely entirely on information furnished orally or in writing by or at the direction of the undersigned to the attorney-in-fact. The undersigned also agrees to indemnify and hold harmless Parsley Energy, Inc. and the attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omissions of necessary facts in the information provided by or at the direction of the undersigned, or upon the lack of timeliness in the delivery of information by or at the direction of the undersigned, to the attorney-in fact for purposes of executing, acknowledging, delivering or filing a Form 3, Form 4, Form 5 or Form 144 (including any amendments, corrections, supplements or other changes thereto) with respect to the undersigned's holdings of and transactions in securities issued by Parsley Energy, Inc., and agrees to reimburse Parsley Energy, Inc. and the attorney-in-fact on demand for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action.

      This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Form 3, Form 4, Form 5 and Form 144 (including any amendments, corrections, supplements or other changes thereto) with respect to the undersigned's holdings of and transactions in securities issued by Parsley Energy, Inc., unless earlier revoked by the undersigned in a signed writing delivered to the attorney-in-fact. This Power of Attorney does not revoke any other power of attorney that the undersigned has previously granted.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.

                                      Signed and Acknowledged:

                                      /s/ S. Wil VanLoh, Jr.
                                      ------------------------------------------
                                      Name: S. Wil VanLoh, Jr.
                                      Date: January 10, 2020