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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
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*
Dalrymple Philip

(Last) (First) (Middle)
20475 HWY 249, SUITE 300

(Street)
HOUSTON TX 77070

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Independence Contract Drilling, Inc. [ ICD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SR VICE PRESIDENT - OPERATIONS
3. Date of Earliest Transaction (Month/Day/Year)
02/10/2023
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)
Code V Amount (A) or (D) Price
Common Stock 02/10/2023 M 636 A (1) 12,130 D
Common Stock 02/10/2023 M 1,274 A (2) 14,040 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Award (1) 02/10/2023 M 484 (1) (1) Common Stock 484 (1) 0 D
Restricted Stock Unit (2) 02/10/2023 M 1,274 (2) (2) Common Stock 1,274 (2) 127,582 D
Restricted Stock Unit (3) 02/10/2023 A 16,734 (3) (3) Common Stock 16,734 (2) 144,316 D
Phantom Stock Unit (4) 02/10/2023 M 638 (4) (4) Common Stock 638 (4) 0 D
Phantom Stock Unit (5) 02/10/2023 A 8,368 (5) (5) Common Stock 8,368 (5) 8,368 D
Explanation of Responses:
1. Reporting person was granted a performance award on 2/10/20 that vested on 2/10/23. Two thirds of such award was settled in shares of ICD common stcok and 1/3 was settled in cash.
2. Reporting person was granted a restricted stock unit on 2/10/20 that vested on 2/10/23. Each RSU was settled in ICD common stock.
3. Reporting person was granted a restricted stock unit that vests in three equal annual installments beginning 2/10/24. RSUs will be settled in shares of ICD common stock.
4. Reporting person was granted a phantom stock award on 2/10/20 that vested on 2/10/23. Each phantom stock unit was the economic equivalent of one share of ICD common stock. Phantom stock awards were settled in cash.
5. (3) Reporting person was granted phantom stock units that vest in three equal annual installments beginning 2/10/24. PSUs will be settled in cash and each unit represents the economic equivalent of one share of ICD common stock.
/s/ Philip A. Choyce, Attorney-in-Fact 02/14/2023
** 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.