ALLEN MARK C - 02 Nov 2023 Form 4 Insider Report for DENBURY INC

Reporting relationship: Executive VP & CFO
Issuer ticker: N/A
Reported as of: 02 Nov 2023
Net transaction value: -$10,359,921
SEC form: 4
Accepted by SEC: 06 Nov 2023, 17:56:19 UTC
Prior SEC filing: 17 Oct 2023
Source filing: View source filing
Reporting owner signature: /s/ Robbie Hudson, attorney-in-fact for Mr. Allen

Key filing fact

ALLEN MARK C filed Form 4 for DENBURY INC on 06 Nov 2023.

Key facts

This page summarizes ALLEN MARK C's Form 4 filing for DENBURY INC.
3 reported transactions and 0 derivative rows are listed below.
Accepted by SEC: 06 Nov 2023, 17:56.

Change

Previous filing in this sequence was filed on 17 Oct 2023.
Current net transaction value: -$10,359,921.

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.

DEN transaction

Common Stock

Award

Transaction value
Shares: +23,259
Change %: +8%
Price
Shares after: 315,470
Date: 02 Nov 2023
Ownership: Direct
Footnotes: F1, F2

DEN transaction

Common Stock

Tax liability

Transaction value: $10,359,921
Shares: -116,850
Change %: -37%
Price: $88.66
Shares after: 198,620
Date: 02 Nov 2023
Ownership: Direct
Footnotes: F3

DEN transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -198,620
Change %: -100%
Price
Shares after: 0
Date: 02 Nov 2023
Ownership: Direct
Footnotes: F1

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

ALLEN MARK C 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

On November 2, 2023, pursuant to the Agreement and Plan of Merger, dated July 13, 2023, (as amended from time to time, the "Merger Agreement"), by and among Denbury Inc. ("Denbury"), Exxon Mobil Corporation ("ExxonMobil") and EMPF Corporation, a wholly owned subsidiary of ExxonMobil ("Merger Sub"), ExxonMobil acquired Denbury in an all-stock transaction through the merger of Merger Sub with and into Denbury (the "Merger"), with Denbury surviving the Merger as a wholly owned subsidiary of ExxonMobil. Effective as of the effective time of the Merger (the "Effective Time"), each share of Denbury common stock, par value $0.001 per share ("Denbury Common Stock") was converted into the right to receive 0.840 of a share of ExxonMobil common stock, without par value (such consideration, the "Merger Consideration").

Footnote F2

Represents shares of Denbury Common Stock related to the vesting and settlement of outstanding performance stock units ("Denbury PSUs") in connection with the consummation of the Merger. Pursuant to the Merger Agreement, effective as of the Effective Time and in connection with the consummation of the Merger, each outstanding Denbury PSU subject to achievement of performance goals based on relative total stockholder return vested at actual performance levels and was canceled and converted into the right to receive the Merger Consideration in accordance with the Merger Agreement in respect of the total number of shares of Denbury Common Stock subject to such Denbury PSU.

Footnote F3

Represents shares of Denbury Common Stock withheld to satisfy the reporting person's tax liability in connection with the vesting and settlement of all outstanding equity awards held at the time of the Merger. Certain of the equity awards to which this withholding relates were reported in Table I in previous Form 4 filings for the reporting person.