4//SEC Filing
CLAYTON WILLIAMS ENERGY INC /DE 4
Accession 0001104659-17-026000
CIK 0000880115operating
Filed
Apr 24, 8:00 PM ET
Accepted
Apr 25, 7:31 PM ET
Size
9.2 KB
Accession
0001104659-17-026000
Insider Transaction Report
Form 4
LYON ROBERT C
VP - Gas Gathering/Marketing
Transactions
- Disposition to Issuer
Common Stock, $0.10 par value
2017-04-24−17,044→ 0 total - Disposition to Issuer
Common Stock, $0.10 par value
2017-04-24−2,500→ 0 total - Disposition to Issuer
Common Stock, $0.10 par value
2017-04-24−21,051→ 0 total(indirect: See footnote)
Footnotes (3)
- [F1]Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 13, 2017 (the "Merger Agreement"), by and among the Issuer ("CWEI"), Noble Energy, Inc. ("Noble") and two indirect wholly owned subsidiaries of Noble, at the effective time of the merger (the "Effective Time"), each share of CWEI's common stock held by the Reporting Person converted into one of: (i) 3.7222 shares of Noble's common stock; (ii) $34.75 in cash and 2.7874 shares of Noble's common stock; or (iii) $138.39 in cash, subject to proration as provided in the Merger Agreement.
- [F2]Represents restricted shares of the CWEI's common stock ("CWEI restricted shares"). Pursuant to the Merger Agreement, at the Effective Time, each CWEI restricted share held by the Reporting Person was converted into 3.7222 restricted shares of Noble's common stock, subject to adjustments for fractional shares, if any.
- [F3]Includes indirect ownership held as follows: 10,000 shares by RCL Properties LLLP in which each of the Reporting Person and his spouse is a general partner of the partnership that owns the reported securities and the Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein; 2,500 shares by Ellersly, Inc., a corporation in which the Reporting Person's family holds all of the common stock and of which the Reporting Person is president and controls the majority of the stock; and 8,551 shares held in the Company's 401(k) Plan and Trust as of April 24, 2017.
Documents
Issuer
CLAYTON WILLIAMS ENERGY INC /DE
CIK 0000880115
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000880115
Filing Metadata
- Form type
- 4
- Filed
- Apr 24, 8:00 PM ET
- Accepted
- Apr 25, 7:31 PM ET
- Size
- 9.2 KB