Sec Form 4 Filing - Ley Alice B @ QEP RESOURCES, INC. - 2019-02-07

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 Ley Alice B 2. Issuer Name and Ticker or Trading Symbol QEP RESOURCES, INC. [ QEP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) VP and Controller (Last) (First) (Middle) 1050 17TH STREET, SUITE 800 3. Date of Earliest Transaction (MM/DD/YY) 02/07/2019 (Street) DENVER, CO80265 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 59,446 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 (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 Phantom Stock Units $ 0 02/07/2019 M 13,074 ( 1 ) ( 1 ) Common Stock 13,074 ( 1 ) 24,784 ( 2 ) D Stock Option $ 28.43 03/05/2017 03/03/2021 Common Stock 6,061 6,061 D Stock Option $ 21.69 03/05/2018 02/12/2022 Common Stock 12,058 12,058 D Stock Option $ 10.12 ( 3 ) 02/16/2023 Common Stock 10,880 10,880 D Stock Option $ 16.98 ( 4 ) 02/13/2024 Common Stock 10,237 10,237 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Ley Alice B 1050 17TH STREET SUITE 800 DENVER, CO80265 VP and Controller Signatures /s/Dane E. Allen, Attorney in Fact 02/08/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )In February 2016, QEP's Compensation Committee granted 13,074 PSUs under the QEP's Cash Incentive Plan, which amount represented the number of common shares on which payout would be made in cash if target performance was achieved during the three-year performance period ended 12/31/18. Payout was earned at 100% of target, and a cash payout was made on 13,074 common shares. ( 2 )In February 2017 and 2018, QEP's Compensation Committee granted 8,658 PSUs and 16,126 PSUs, respectively, under the QEP's Cash Incentive Plan, which represents the number of common shares on which payout will be made in cash (or, at the election of the Compensation Committee, shares) if target relative TSR performance is achieved during the three-year performance period ending 12/31/19 and 12/31/20, respectively. ( 3 )The option vests in three annual installments beginning on March 5, 2017, subject to accelerated vesting upon the occurrence of certain events as set forth in the award agreement. ( 4 )The option vests in three annual installments beginning on March 5, 2018, subject to accelerated vesting upon the occurrence of certain events as set forth in the award agreement

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