Sec Form 4 Filing - Zemljak Renee Ellen @ Ovintiv Inc. - 2023-03-08

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
Zemljak Renee Ellen
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, Midstream, Mrktg & Fndmtl
(Last) (First) (Middle)
C/O 370 17TH STREET, SUITE 1700
3. Date of Earliest Transaction (MM/DD/YY)
03/08/2023
(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 03/08/2023 M( 3 ) 38,780 A 38,780 D
Common Stock 03/08/2023 F( 5 ) 16,968 D $ 44.48 21,812 D
Common Stock 03/08/2023 M( 8 ) 111,137 ( 7 ) A 132,949 D
Common Stock 03/08/2023 F( 5 ) 47,130 D $ 44.48 85,819 ( 10 ) D
Common Stock 4,703 ( 10 ) I 401(K)
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 ) 03/08/2023 A 6,745 03/08/2024 03/08/2024 Common Stock 6,745 $ 0 68,151 D
Restricted Share Unit ( 1 ) 03/08/2023 A 6,745 03/08/2025 03/08/2025 Common Stock 6,745 $ 0 74,896 D
Restricted Share Unit ( 1 ) 03/08/2023 A 6,745 03/08/2026 03/08/2026 Common Stock 6,745 $ 0 81,641 D
Restricted Share Unit ( 2 ) 03/08/2023 M 38,780 03/08/2023 03/08/2023 Common Stock 38,780 $ 0 42,861 D
Performance Share Unit ( 6 ) 03/08/2023 M 111,137 ( 7 ) 03/08/2023 03/08/2023 Common Stock 111,137 ( 7 ) $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Zemljak Renee Ellen
C/O 370 17TH STREET, SUITE 1700
DENVER, CO80202
EVP, Midstream, Mrktg & Fndmtl
Signatures
/s/Dawna Gibb, by Power of Attorney 03/10/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each Restricted Share Unit ("RSU") is the economic equivalent of one share of common stock of Ovintiv Inc. ("Ovintiv") and yields 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 through the applicable exercise date.
( 2 )Each RSU is the economic equivalent of one share of Ovintiv common stock and yields dividend equivalent RSUs.
( 3 )Represents the settlement upon vesting of RSU's.
( 4 )RSUs convert into Ovintiv common stock on a one-for-one basis.
( 5 )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 obligations.
( 6 )Each Performance Share Unit ("PSU") is settled based on the achievement of certain performance criteria, is the economic equivalent of one share of common stock of Ovintiv and yields dividend equivalent PSUs.
( 7 )Settlement of the PSUs was based on a performance criteria multiplier of 170 percent
( 8 )Represents the settlement upon vesting of PSUs.
( 9 )PSUs convert into Ovintiv common stock on a one-for-one basis.
( 10 )Includes Ovintiv common stock acquired through reinvested dividends and employee matching not previously reported.

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