Sec Form 4 Filing - Shaw Brian Gordon @ Ovintiv Inc. - 2022-05-18

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
Shaw Brian Gordon
2. Issuer Name and Ticker or Trading Symbol
Ovintiv Inc. [ OVV]
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)
C/O 370 17TH STREET, SUITE 1700
3. Date of Earliest Transaction (MM/DD/YY)
05/18/2022
(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 05/18/2022 M( 3 ) 4,476 A 25,674 D
Common Stock 05/18/2022 F( 4 ) 2,148 D $ 45.02( 6 ) 23,526 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 ) 05/18/2022 A 4,476 05/18/2022 05/18/2022 Common Stock 4,476 $ 0 26,236 D
Restricted Share Unit ( 2 ) 05/18/2022 M 4,476 05/18/2022 05/18/2022 Common Stock 4,476 $ 0 21,760 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Shaw Brian Gordon
C/O 370 17TH STREET, SUITE 1700
DENVER, CO80202
X
Signatures
/s/Dawna Gibb by Power of Attorney 05/19/2022
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 and exercise will occur in accordance with the Omnibus Incentive Plan and the applicable grant agreement and on the same schedule as the underlying RSUs.
( 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 RSU.
( 4 )Reporting the withholding by Ovintiv of shares of Ovintiv common stock (from the shares of common stock issued upon settlement upon vesting of RSUs) to satisfy payment of tax withholding obligations.
( 5 )RSUs convert into Ovintiv common stock on a one-for-one basis.
( 6 )The RSUs settled in Canadian dollars at a price of CAD$57.81 per RSU and is determined based on the volume-weighted average price of one share of Ovintiv common stock as traded on the Toronto Stock Exchange for the five trading days immediately following the end of Ovintiv's Q1 financial reporting blackout on May 10, 2022. The price has been converted to U.S. dollars using the Bank of Canada exchange rate on the transaction date.

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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