0001655020-21-000088.txt : 20210122 0001655020-21-000088.hdr.sgml : 20210122 20210122195404 ACCESSION NUMBER: 0001655020-21-000088 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210120 FILED AS OF DATE: 20210122 DATE AS OF CHANGE: 20210122 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foschi Marianella CENTRAL INDEX KEY: 0001787341 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37907 FILM NUMBER: 21547523 MAIL ADDRESS: STREET 1: C/O EXTRACTION OIL & GAS, INC. STREET 2: 370 17TH STREET, SUITE 5300 CITY: DENVER STATE: CO ZIP: 80202 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Extraction Oil & Gas, Inc. CENTRAL INDEX KEY: 0001655020 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 461473923 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 370 17TH STREET STREET 2: SUITE 5200 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: (720) 557-8300 MAIL ADDRESS: STREET 1: 370 17TH STREET STREET 2: SUITE 5200 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: Extraction Oil & Gas, LLC DATE OF NAME CHANGE: 20151007 4 1 wf-form4_161136323014204.xml FORM 4 X0306 4 2021-01-20 0 0001655020 Extraction Oil & Gas, Inc. XOG 0001787341 Foschi Marianella C/O EXTRACTION OIL & GAS, INC. 370 17TH STREET, SUITE 5200 DENVER CO 80202 0 1 0 0 Chief Financial Officer COMMON STOCK 2021-01-20 4 D 0 89450 D 0 D COMMON STOCK 2021-01-20 4 A 0 68 A 68 D COMMON STOCK 2021-01-20 4 A 0 14100 0 A 14168 D Warrants A (Right to Buy) 107.64 2021-01-20 4 A 0 544 A 2025-01-20 COMMON STOCK 544.0 544 D Warrants B (Right to Buy) 122.32 2021-01-20 4 A 0 272 A 2026-01-20 COMMON STOCK 272.0 272 D Performance Stock Unit 2021-01-20 4 A 0 42300 0 A COMMON STOCK 42300.0 42300 D On June 14, 2021, Extraction Oil & Gas, Inc., a Delaware corporation (the "Issuer"), and certain of its subsidiaries (together with the Issuer, the "Company") commenced voluntary cases under chapter 11 of the United States Bankruptcy Code in the United State Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). On December 23, 2020, the Bankruptcy Court entered an order confirming the Sixth Amended Joint Plan of Reorganization of Extraction Oil & Gas, Inc. and its Debtor Affiliates (as amended, modified or supplemented from time to time, the "Plan"). On January 20, 2021 (the "Effective Date"), the Plan became effective in accordance with its terms and the Company emerged from chapter 11. On the Effective Date, all unvested restricted stock units held by the Reporting Person were cancelled and extinguished in accordance with the Plan approved by the Bankruptcy Court. On the Effective Date, new shares of the Issuer's common stock ("New Common Stock") were issued to the Reporting Person pursuant to the Plan in exchange for Old Common Stock held by the Reporting Person on the Effective Date at an effective exchange ratio of 0.00131007 of a share of New Common Stock for each share of Old Common Stock. The receipt of shares of New Common Stock was involuntary, without additional consideration and in accordance with the Plan approved by the Bankruptcy Court. The Reporting Person was granted an award of 14,100 unvested restricted stock units ("New RSUs"). The New RSUs vest ratably over three years on each of the three anniversaries following the date of grant, subject to continued service through each vesting date, and will be settled in shares of New Common Stock. On the Effective Date, the Reporting Person also received Tranche A Warrants to purchase shares of New Common Stock in exchange for Old Common Stock held by the Reporting Person on the Effective Date at an effective exchange ratio of 0.010620028 of a Tranche A Warrant for each share of Old Common Stock. The Tranche A Warrants are exercisable for one share of New Common Stock from the date of issuance until 5:00 p.m., New York time, on the expiration date. The receipt of Tranche A Warrants was involuntary, without additional consideration and in accordance with the Plan approved by the Bankruptcy Court. On the Effective Date, the Reporting Person also received Tranche B Warrants to purchase shares of New Common Stock in exchange for Old Common Stock held by the Reporting Person on the Effective Date at an effective exchange ratio of 0.005310014 of a Tranche B Warrant for each share of Old Common Stock. The Tranche B Warrants are exercisable for one share of New Common Stock from the date of issuance until 5:00 p.m., New York time, on the expiration date. The receipt of Tranche B Warrants was involuntary, without additional consideration and in accordance with the Plan approved by the Bankruptcy Court. Each Performance Stock Unit represents a contingent right to receive one share of New Common Stock. The Performance Stock Units will vest upon the achievement by the Issuer of certain goals pertaining to absolute total stockholder return, subject to continued service through the third anniversary of the grant date. /s/ Eric J. Christ as Attorney-in-Fact 2021-01-22