Sec Form 4 Filing - SCHMID HORST A @ DEEP WELL OIL & GAS INC - 2018-06-08

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
SCHMID HORST A
2. Issuer Name and Ticker or Trading Symbol
DEEP WELL OIL & GAS INC [ DWOG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
SUITE 700, 10150 - 100 STREET
3. Date of Earliest Transaction (MM/DD/YY)
06/08/2018
(Street)
EDMONTON, A0T5J 0P6
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 Shares 06/08/2018 M 300,000 ( 4 ) A $ 0.05 450,000 D
Common Shares 06/08/2018 F 214,286 ( 4 ) D $ 0.07 235,714 D
Common Shares 06/08/2018 M 1,000,000 ( 5 ) A $ 0.05 4,130,000 I See footnote ( 3 )
Common Shares 06/08/2018 F 714,285 ( 5 ) D $ 0.07 3,415,754 ( 6 ) I See footnote ( 3 )
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 Secur ities 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
Stock Option (right to acquire) $ 0.05 06/08/2018 M 300,000 ( 4 ) ( 1 ) 06/20/2018 Common Stock 300,000 ( 4 ) $ 0 0 D
Stock Option (right to acquire) $ 0.38 09/19/2014 J 0 ( 7 ) 09/19/2019 Common Stock 600,000 $ 0.38 600,000 ( 7 ) D
Stock Option (right to acquire) $ 0.05 06/08/2018 M 1,000,000 ( 5 ) ( 2 ) 06/20/2018 Common Stock 1,000,000 ( 5 ) $ 0 0 I See footnote ( 3 )
Stock Option (right to acquire) $ 0.38 09/19/2014 J 0 ( 8 ) 09/19/2019 Common Stock 1,200,000 $ 0.38 1,200,000 ( 8 ) I See footnote ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SCHMID HORST A
SUITE 700, 10150 - 100 STREET
EDMONTON, A0T5J 0P6
X President and CEO
Signatures
/s/ Horst A. Schmid 07/25/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On June 20, 2013, Deep Well Oil & Gas, Inc. (the "Issuer") granted non-qualified stock options to the reporting person to purchase up to 450,000 shares of common stock at an exercise price of $0.05 per common share, 150,000 vesting immediately and the remaining vesting one-third on June 20, 2014, and one-third on June 20, 2015, with an expiration date of June 20, 2018. In August of 2013, the reporting person exercised a portion of the June 20, 2016 non-qualified stock options for 150,000 shares of the Issuer's common stock, which such transaction was previously reported on Form 4.
( 2 )On June 20, 2013, the Issuer granted the reporting persons consulting company, Portwest Investments Ltd., non-qualified stock options to purchase up to 1,000,000 shares of common stock at an exercise price of $0.05 per share of common share, with one-half vesting immediately and one-half vesting on June 20, 2014, with an expiration date of June 20, 2018. In August of 2013, the reporting persons consulting company, Portwest Investments Ltd., exercised a portion of the June 20, 2016 non-qualified stock options for 500,000 shares of the issuer's common stock, which such transaction was previously reported on Form 4.
( 3 )Portwest Investments Ltd., is a company owned 100% by the reporting person, providing consulting services as President and Chief Executive Officer to the Issuer.
( 4 )The transactions reported, in the above Table I rows 1 and 2 and Table II row 1, reflect the cashless exercise of the reporting person's stock options. As of June 10, 2018, the reporting person exercised 300,000 of the remaining non-qualified stock options issued on June 20, 2013 of which 214,286 common shares were withheld by the Issuer at the market price of $0.07 per common share to fund the cashless exercise. 85,714 common shares of the Issuer's common stock were issued to the reporting person as a result of this cashless exercise. Where the number of common shares deducted for the cashless exercise is a fraction, the number has been rounded to the nearest whole number of common shares. The cashless exercise was approved by the Board of the Issuer and a majority of shareholders under the Issuer's stock option plan as amended.
( 5 )The transactions reported, in the above Table I rows 3 and 4 and Table II row 3, reflect the cashless exercise of Portwest Investments Ltd.'s stock options. As of June 10, 2018, Portwest Investments Ltd. exercised 1,000,000 of the remaining non-qualified stock options issued on June 20, 2013 of which 714,286 common shares were withheld by the Issuer at the market price of $0.07 per common share to fund the cashless exercise. 285,714 common shares of the Issuer's common stock were issued to Portwest Investments Ltd. as a result of this cashless exercise. Where the number of common shares deducted for the cashless exercise is a fraction, the number has been rounded to the nearest whole number of common shares. The cashless exercise was approved by the Board of the Issuer and a majority of shareholders under the Issuer's stock option plan as amended.
( 6 )The total number of non-derivative securities Directly and Indirectly owned by the reporting person after the transactions reported in Table I above is 3,651,428 common shares, of which 235,714 commons shares are owned Directly by the reporting person, 2,565,714 commons shares are owned Indirectly by the Issuer's company, Portwest Investment Ltd., and 850,000 common shares are owned Indirectly by the Issuer's 100% owned company Trans World Factors Inc.
( 7 )On September 19, 2014, the Issuer's Board granted the reporting person, options to purchase 600,000 shares of common stock at an exercise price of $0.38 per common share, with one-third vesting immediately, one-third vesting on September 19, 2015, and one-third vesting on September 19, 2016, with a five-year life from the original grant date. The reporting person has not exercised any of these Directly owned outstanding options. These options were previously disclosed on Form 4 and are again being disclosed in Table II row 2 of this Form 4.
( 8 )On September 19, 2014, the Issuer's Board granted Portwest Investments Ltd., options to purchase 1,200,000 shares of common stock at an exercise price of $0.38 per common share, with one-half vesting immediately and one-half vesting on September 19, 2015, with a five-year life from the original grant date. The reporting person has not exercised any of these Indirectly owned outstanding options. These options were previously disclosed on Form 4 and are again being disclosed in Table II row 4 of this Form 4.

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.