Sec Form 4 Filing - Code Corey Douglas @ Ovintiv Inc. - 2020-03-30

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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Code Corey Douglas 2. Issuer Name and Ticker or Trading Symbol Ovintiv Inc. [ OVV] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP & CFO (Last) (First) (Middle) C/O 370 17TH STREET, SUITE 1700 3. Date of Earliest Transaction (MM/DD/YY) 03/30/2020 (Street) DENVER, CO80202 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 03/07/2022 M( 3 ) 24,633 A 58,692 D Common Stock 03/07/2022 F( 6 ) 11,824 D $ 46.21( 5 ) 46,868 D Common Stock 03/08/2022 M( 3 ) 3,537 A 50,405 D Common Stock 03/08/2022 F( 6 ) 1,698 D $ 47.28( 7 ) 48,707 D Common Stock 03/08/2022 M( 10 ) 7,372( 9 ) A 56,079 D Common Stock 03/08/2022 F( 6 ) 3,539 D $ 47.28( 12 ) 52,540( 16 ) 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 Restricted Share Unit ( 1 ) 03/07/2022 A 7,766 03/07/2023 03/07/2023 Common Stock 7,766 $ 0 69,376 D Restricted Share Unit ( 1 ) 03/07/2022 A 7,766 03/07/2024 03/07/2024 Common Stock 7,766 $ 0 77,142 D Restricted Share Unit ( 1 ) 03/07/2022 A 7,766 03/07/2025 03/07/2025 Common Stock 7,766 $ 0 84,908 D Restricted Share Unit ( 2 ) 03/07/2022 M 24,633 03/07/2022 03/07/2022 Common Stock 24,633 $ 0 60,275 D Restricted Share Unit ( 2 ) 03/08/2022 M 3,537 03/08/2022 03/08/2022 Common Stock 3,537 $ 0 56,738( 13 ) D Performance Share Unit ( 8 ) 03/08/2022 M 7,372( 9 ) 03/08/2022 03/08/2022 Common Stock 7,372( 9 ) $ 0 0 D Rights (Deferred Share Unit) ( 14 ) 03/30/2020( 15 ) A 197 ( 14 ) ( 14 ) Common Stock 197 $ 0 2,566 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Code Corey Douglas C/O 370 17TH STREET, SUITE 1700 DENVER, CO80202 EVP & CFO Signatures /s/Dawna Gibb by Power of Attorney 03/09/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each Restricted Share Unit (each, "RSU") is the economic equivalent of one share of common stock of Ovintiv Inc. ("Ovintiv") and attracts dividend equivalent RSUs. Vesting will occur on the exercise date in accordance with the Omnibus Incentive Plan and applicable grant agreement, and subject to the grantee's continued employment with Ovintiv or its affiliate through the applicable exercise date. ( 2 )Each RSU is the economic equivalent of one share of Ovintiv common stock and attracts dividend equivalent RSUs. ( 3 )Represents the settlement upon vesting of RSUs. ( 4 )RSUs convert into Ovintiv common stock on a one-for-one basis ( 5 )The RSUs settled in Canadian dollars at a price of CAD$59.02 per RSU. The price has been converted to U.S. dollars using the Bank of Canada exchange rate on the transaction date. ( 6 )Reporting the withholding by Ovintiv of shares of Ovintiv common stock (from the shares of common stock issued upon settlement upon vesting of RSUs or PSUs, as applicable) to satisfy payment of tax withholding oblig ations. ( 7 )The RSUs settled in Canadian dollars at a price of CAD$60.84 per RSU. The price has been converted to U.S. dollars using the Bank of Canada exchange rate on the transaction date. ( 8 )Each Performance Share Unit (each, "PSU") is settled based on the achievement of certain performance criteria, is the economic equivalent of one common share of Ovintiv common stock and attracts dividend equivalent PSUs ( 9 )Settlement of the PSUs was based on a performance criteria multiplier of 104.2 percent. ( 10 )Represents the settlement upon vesting of PSUs. ( 11 )PSUs convert into Ovintiv common stock on a one-for-one basis. ( 12 )The PSU is settled in Canadian dollars at a price of CAD$60.84 per PSU and is determined based on the volume-weighted average price of one share of common stock of Ovintiv on the Toronto Stock Exchange for the five trading days following approval of the performance criteria multiplier. The price has been converted to U.S. dollars using the Bank of Canada exchange rate on the transaction date. ( 13 )Includes 4,241 RSUs acquired through reinvested dividends that were not previously reported due to an inadvertent administrative oversight as follows: 1,878 RSUs on March 30, 2020; 513 RSUs on June 30, 2020; 584 RSUs on September 30, 2020; 339 RSUs on December 31, 2020; 233 RSUs on March 31, 2021; 179 RSUs on June 30, 2021; 254 RSUs on September 30, 2021; and 261 RSUs on December 31, 2021. ( 14 )Each Deferred Share Unit (each, a "DSU") is the economic equivalent of one share of Ovintiv common stock and attracts dividend equivalent DSUs. DSUs are held until retirement from the company. ( 15 )Represents grants of dividend equivalent DSUs from March 30, 2020 to December 31, 2021 that were not previously reported due to an inadvertent administrative oversight as follows: 90 DSUs on March 30, 2020; 24 DSUs on June 30, 2020; 28 DSUs on September 30, 2020; 16 DSUs on December 31, 2020; 10 DSUs on March 31, 2021; 7 DSUs on June 30, 2021; 11 DSUs on September 30, 2021; and 11 DSUs on December 31, 2021. ( 16 )Includes Ovintiv common stock acquired through reinvested dividends.

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.