Sec Form 4 Filing - Joliat Jay Frederick @ EARTHSTONE ENERGY INC - 2017-05-16

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
Joliat Jay Frederick
2. Issuer Name and Ticker or Trading Symbol
EARTHSTONE ENERGY INC [ ESTE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1400 WOODLOCH FOREST DRIVE, SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
05/16/2017
(Street)
THE WOODLANDS, TX77380
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 05/09/2017 J( 1 ) V 9,000 ( 2 ) D 0 D
Class A Common Stock 05/09/2017 J( 1 ) V 9,000 ( 2 ) A 9,000 D
Common Stock 05/09/2017 J( 1 ) V 10,000 D 0 I By Beefcarver, Inc.
Class A Common Stock 05/09/2017 J( 1 ) V 10,000 A 10,000 I By Beefcarver, Inc.
Class A Common Stock 05/16/2017 J( 3 ) 42,688 A 42,688 I By Trust
Class A Common Stock 05/16/2017 J( 4 ) 59,763 A 69,763 I By Beefcarver, Inc.
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Joliat Jay Frederick
1400 WOODLOCH FOREST DRIVE
SUITE 300
THE WOODLANDS, TX77380
X
Signatures
/s/ Jay F. Joliat 05/18/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock, $0.001 par value per share, was reclassified into one share of Class A Common Stock, $0.001 par value per share.
( 2 )Includes a restricted stock unit award that vests as to 4,000 units in eight equal monthly installments with the next vesting date on May 31, 2017, subject to the terms of the restricted stock unit agreement. Each restricted stock unit represents the contingent right to receive one share of Class A Common Stock of the Issuer.
( 3 )Represents 42,688 shares of Class A Common Stock distributed to the Jay F. Joliat Revocable Living Trust as part of a pro rata distribution by Oak Valley Resources, LLC to its members for no consideration.
( 4 )Represents 59,763 shares of Class A Common Stock distributed to Beefcarver, Inc. as part of a pro rata distribution by Oak Valley Resources, LLC to its members for no consideration.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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