Sec Form 4 Filing - YOUNGBAUER STEVEN R @ US ENERGY CORP - 2014-06-26

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
YOUNGBAUER STEVEN R
2. Issuer Name and Ticker or Trading Symbol
US ENERGY CORP [ USEG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SECRETARY & GENERAL COUNSEL
(Last) (First) (Middle)
877 N 8TH ST W
3. Date of Earliest Transaction (MM/DD/YY)
06/26/2014
(Street)
RIVERTON, WY82501
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 06/26/2014 M 25,000 A $ 2.46 191,574 D
Common Stock 06/26/2014 F 14,608( 1 ) D $ 4.21 176,966 D
Common Stock 69,700 I( 2 ) By Esop
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Stock Options (Right to Buy) $ 2.46 06/26/2014 M 25,000 07/01/2004 06/30/2014 Common Stock 25,000 $ 0 0 D( 3 )
Stock Option (Right to Buy) $ 2.08 07/01/2014 06/30/2023 Common Stock 50,000 50,000 D( 4 )
Stock Option (Right to Buy) $ 2.52 09/22/2009 09/21/2018 Common Stock 75,000 75,000 D( 5 )
Stock Options (Right to Buy) $ 4.97 01/01/2008 07/26/2017 Common Stock 100,000 100,000 D( 6 )
Stock Options (Right to Buy) $ 3.86 10/14/2005 10/13/2015 Common Stock 50,000 50,000 D( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
YOUNGBAUER STEVEN R
877 N 8TH ST W
RIVERTON, WY82501
SECRETARY & GENERAL COUNSEL
Signatures
/s/ Steven R. Youngbauer 06/27/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Received 10,392 net shares from the exercise of 25,000 options at a strike price of $2.46 per share. Sufficient shares were surrendered to cover the cost of the exercise. Shares surrendered were valued at the market close price on the date of exercise, June 26, 2014, of $4.21 per share.
( 2 )Includes shares held in the U.S. Energy Corp. Employee Stock Ownership Plan (the 'ESOP') in an account established for the benefit of the Reporting Person.
( 3 )Includes stock options granted under the Issuer's 2001 Incentive Stock Option Plan and exempt under Rule 16b-3.
( 4 )Stock options granted under the Issuer's 2012 Equity Plan which vest in three (3) equal annual installments beginning one year from the grant date.
( 5 )Stock options granted under the Issusers 2001 Insentive Stock Option Plan which vest in three (3) equal annual installments beginning September 22, 2009.
( 6 )Stock options granted under the Issuer's 2001 Incentive Stock Option Plan with a 5 year vesting schedule and exempt under Rule 16b-3.

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).
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