Harold Thomas Hamm - Nov 22, 2022 Form 4 Insider Report for CONTINENTAL RESOURCES, INC (CLR)

Signature
/s/ Debra Richards, Attorney-In-Fact
Stock symbol
CLR
Transactions as of
Nov 22, 2022
Transactions value $
$0
Form type
4
Date filed
11/22/2022, 04:27 PM
Previous filing
Feb 15, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CLR Common Stock Other -28.8M -100% 0 Nov 22, 2022 Held through Trust F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Harold Thomas Hamm is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 The disposition of shares reported on this Form 4 is exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Exchange Act") pursuant to Rule 16b-7 of the Exchange Act. On November 22, 2022 (the "Closing Date"), Omega Acquisition, Inc., an Oklahoma corporation and wholly owned subsidiary of the Issuer ("Merger Sub"), merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation, pursuant to the Agreement and Plan of Merger, dated October 16, 2022, by and between the Issuer and Merger Sub. On the Closing Date and in connection with the consummation of the Merger, all shares of common stock, par value $0.01 per share, of the Issuer held by the Reporting Person (the "Rollover Shares") outstanding immediately prior to the effective time of the Merger converted into an identical number of newly issued shares of the surviving corporation having identical rights to the previously existing Rollover Shares held by the Reporting Person.
F2 Securities held in trusts for which the Reporting Person serves as trustee or co-trustee. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed to be an admission that he is, for the purposes of Section 16 or for any other purpose, the beneficial owner of such securities.
F3 Includes (i) 5,380,561 Shares held by the 2015 Harold Thomas Hamm Trust I, (ii) 23,302,648 Rollover Shares held by the 2015 Harold Thomas Hamm Trust II and (iii) 84,387 Rollover Shares held by the Harold Thomas Hamm Succession Trust, which, together with the Reporting Person, are members of a "group" for purposes of Section 13(d) of the Exchange Act.

Remarks:

4. The Reporting Person is a member of a "group" for purposes of Section 13(d) of the Exchange Act.