Kristen McWatters - 23 Dec 2021 Form 4 Insider Report for GOODRICH PETROLEUM CORP

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
23 Dec 2021, 15:14:55 UTC
Prior SEC filing
14 Dec 2021
Next SEC filing
03 Feb 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Kristen McWatters

Key filing fact

Kristen McWatters filed Form 4 for GOODRICH PETROLEUM CORP on 23 Dec 2021.

Key facts

  • This page summarizes Kristen McWatters's Form 4 filing for GOODRICH PETROLEUM CORP.
  • 4 reported transactions and 2 derivative rows are listed below.
  • Accepted by SEC: 23 Dec 2021, 15:14.

Change

  • Previous filing in this sequence was filed on 14 Dec 2021.
  • Current net transaction value: -$531,277.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

GDP transaction

Common Stock

Options Exercise

Transaction value
Shares
+11,667
Change %
+102%
Price
Shares after
23,099
Date
23 Dec 2021
Ownership
Direct
Footnotes
F1, F2
GDP transaction

Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
$531,277
Shares
-23,099
Change %
-100%
Price
$23.00
Shares after
0
Date
23 Dec 2021
Ownership
Direct
Footnotes
F3

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

GDP transaction Derivative

Phantom Stock

Options Exercise

Transaction value
Shares
-1,667
Change %
-100%
Price
Shares after
0
Date
23 Dec 2021
Ownership
Direct
Underlying class
Common Stock
Underlying amount
1,667
Exercise price
Footnotes
F1
GDP transaction Derivative

Phantom Stock (Performance Units)

Options Exercise

Transaction value
Shares
-10,000
Change %
-100%
Price
Shares after
0
Date
23 Dec 2021
Ownership
Direct
Underlying class
Common Stock
Underlying amount
10,000
Exercise price
Footnotes
F2
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Kristen McWatters is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

Each share of phantom stock is the economic equivalent of one share of the Issuer's common stock. Pursuant to the Merger Agreement, immediately prior to the Acceptance Time, each award of phantom stock subject to time-based vesting that was outstanding immediately prior to the Acceptance Time vested in full and was canceled and converted into the right to receive, at the Effective Time, an amount in cash equal to (a) the number of shares of the Issuer's common stock subject to such phantom stock multiplied by (b) $23.00 (the "Merger Consideration").

Footnote F2

Each share of phantom stock is the economic equivalent of one share of the Issuer's common stock. Pursuant to the Merger Agreement, immediately prior to the Acceptance Time, each award of phantom stock subject to performance-based vesting that was outstanding immediately prior to the Acceptance Time vested based on actual achievement of the performance criteria for a truncated performance period beginning on the date of grant and ending at the Acceptance Time. Based upon the performance criteria for the truncated performance period, the reporting person earned 200% of the target payment. Each award of phantom stock subject to performance-based vesting was canceled and converted into the right to receive, at the Effective Time, an amount in cash equal to (a) the number of shares of the Issuer's common stock subject to such phantom stock multiplied by (b) the Merger Consideration.

Footnote F3

Pursuant to the terms of the Merger Agreement, all of the reporting person's shares of the Issuer's common stock were tendered and disposed of at the Acceptance Time in exchange for the right to receive the Merger Consideration.

SEC remarks

Capitalized terms used herein without definition have the meanings ascribed to them in the Agreement and Plan of Merger, dated as of November 21, 2021, among the Issuer, Paloma Partners VI Holdings, LLC and Paloma VI Merger Sub, Inc. (the "Merger Agreement").

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