4//SEC Filing
Kleckner James J. 4
Accession 0001104659-20-004067
CIK 0001685715other
Filed
Jan 13, 7:00 PM ET
Accepted
Jan 14, 8:12 PM ET
Size
13.9 KB
Accession
0001104659-20-004067
Insider Transaction Report
Form 4
Kleckner James J.
Director
Transactions
- Exercise/Conversion
Common Stock
2020-01-10+413,813→ 713,565 total - Tax Payment
Common Stock
2020-01-10−316,002→ 515,515 total - Disposition to Issuer
Common Stock
2020-01-10−515,515→ 0 total - Exercise/Conversion
Performance Stock Units
2020-01-10−413,813→ 0 total→ Common Stock (413,813 underlying) - Award
Common Stock
2020-01-10+117,952→ 831,517 total
Footnotes (6)
- [F1]On January 10, 2020, pursuant to the Agreement and Plan of Merger dated as of October 14, 2019 (the "Merger Agreement"), by and among Parsley Energy, Inc. ("Parsley"), Jackal Merger Sub, Inc. ("Merger Sub") and Jagged Peak Energy Inc. ("JAG"), Merger Sub merged with and into JAG (the "Merger"), with JAG surviving the Merger as a wholly-owned subsidiary of Parsley.
- [F2]Pursuant to the Merger Agreement, each performance stock unit ("PSU") that was outstanding as of immediately prior to the effective time of the Merger was converted into a vested right to receive a number of shares of Parsley Class A common stock equal to the product of (a) the number of shares of JAG common stock subject to such award of PSUs that were earned based on actual achievement of the performance criteria set forth in the applicable award agreement, measured based on a truncated performance period that ended immediately prior to the effective time of the Merger, and (b) 0.447, rounded down to the nearest whole share of Parsley Class A common stock.
- [F3]On January 9, 2020 (the day prior to the effective time of the Merger), the closing price of one share of Parsley Class A common stock was $18.44.
- [F4]Represents shares of JAG common stock received in connection with the vesting of Series B Units of JPE Management Holdings LLC ("Series B") as a result of the Merger.
- [F5]Represents shares of JAG common stock withheld by JAG to satisfy tax obligations of the reporting person upon the vesting or settlement of certain PSU, RSU, or Series B grants in connection with the Merger.
- [F6]Pursuant to the Merger Agreement, each share of JAG common stock issued and outstanding immediately prior to the effective time of the Merger was converted into the right to receive 0.447 shares of Parsley Class A common stock. In addition, pursuant to the Merger Agreement, each restricted stock unit ("RSU") that was outstanding as of immediately prior to the effective time of the Merger was converted into an award with the right to receive a number of shares of Parsley Class A common stock that is equal to the product of (a) the number of shares of JAG common stock subject to such award of RSUs, and (b) 0.447, rounded down to the nearest whole share of Parsley Class A common stock.
Documents
Issuer
Jagged Peak Energy Inc.
CIK 0001685715
Entity typeother
Related Parties
1- filerCIK 0001577887
Filing Metadata
- Form type
- 4
- Filed
- Jan 13, 7:00 PM ET
- Accepted
- Jan 14, 8:12 PM ET
- Size
- 13.9 KB