Sec Form 4 Filing - FLURY L RICHARD @ Callon Petroleum Co - 2020-05-09

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
FLURY L RICHARD
2. Issuer Name and Ticker or Trading Symbol
Callon Petroleum Co [ CPE]
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)
2000 W. SAM HOUSTON PKWY. S., SUITE 2000
3. Date of Earliest Transaction (MM/DD/YY)
05/09/2020
(Street)
HOUSTON, TX77042
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 30,000 I Joint Tenant with Spouse
Common Stock 132,999 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
2019 RSU - Stock ( 1 ) ( 2 ) 05/09/2020 M 20,370 ( 1 )( 3 ) ( 1 )( 3 ) Common Stock 20,370 $ 0 0 D
Phantom Stock Units ( 3 ) ( 2 ) 05/09/2020 M 20,370 ( 3 ) ( 3 ) Common Stock 20,370 $ 0 151,884 D
2017 RSU - Stock ( 4 ) ( 2 ) 05/10/2020 M 3,706 ( 3 )( 4 ) ( 3 )( 4 ) Common Stock 3,706 $ 0 0 D
Phantom Stock Units. ( 3 ) ( 2 ) 05/10/2020 M 3,706 ( 3 ) ( 3 ) Common Stock 3,706 $ 0 155,590 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
FLURY L RICHARD
2000 W. SAM HOUSTON PKWY. S.
SUITE 2000
HOUSTON, TX77042
X
Signatures
/s/ L. Richard Flury, by Diana L. Denton, as Attorney-in-Fact 05/11/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On May 9, 2019, the reporting person was granted 20,370 Restricted Stock Units ("RSUs") that cliff vested on the one year anniversary date following the grant date, or the date of the Company's 2020 Annual Shareholders Meeting, whichever occurred first. The reporting person elected that upon vesting, these RSUs convert into Phantom Stock Units payable upon retirement.
( 2 )Each Phantom Stock Unit is the economic equivalent of one share of CPE Common Stock.
( 3 )The Phantom Stock Units will be paid upon the Director's retirement from the Company's Board of Directors pursuant to the Plan. The reporting person has elected to have his Phantom Stock Units distributed in cash.
( 4 )On May 10, 2017, the reporting person was granted 11,120 RSUs with one-third vesting on each anniversary date following the grant date. The first tranche vested on May 10, 2018. The second tranche vested on May 10, 2019. The third and final tranche vested on May 10, 2020. The reporting person elected that upon vesting these RSUs convert into Phantom Stock Units payable upon retirement.

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