HALCON RESOURCES CORP 4

Accession 0001209191-16-141288

$BATLCIK 0001282648operating

View on SEC.gov Company Profile

Filed

Sep 12, 8:00 PM ET

Accepted

Sep 13, 6:22 PM ET

Size

36.7 KB

Accession

0001209191-16-141288

Insider Transaction Report

Form 4

Period: 2016-09-09

HALCON RESOURCES CORPHK

WILSON FLOYD C

DirectorChairman and CEO

Transactions

Other
Common Stock
2016-09-09−81,600→ 0 total(indirect: By Trust)
Other
Common Stock
2016-09-09−11,000→ 0 total(indirect: By Trust)
Other
Common Stock
2016-09-12+30,760→ 30,760 total
Award
Common Stock
2016-09-12+918,750→ 953,802 total
Other
Common Stock
2016-09-12+2,403→ 2,403 total(indirect: By Trust)
Other
Common Stock
2016-09-12+4,292→ 4,292 total(indirect: By Spouse)
Award
Employee Stock Option (Right to Buy)
2016-09-12+1,837,500→ 1,837,500 total
Exp: 2026-09-12→ Common Stock (1,837,500 underlying)
Other
Common Stock
2016-09-12+688→ 688 total(indirect: By Trust)
Other
Common Stock
2016-09-12+324→ 324 total(indirect: By Trust)
Other
5.75% Series A Preferred Stock
2016-09-09−1,000→ 0 total
From: 2013-06-13→ Common Stock (32,490 underlying)
Other
Warrants (Right to Buy)
2016-09-09+1,165→ 1,165 total
Exercise: $14.04From: 2016-09-09Exp: 2020-09-09→ Common Stock
Other
Warrants (Right to Buy)
2016-09-09+1,165→ 1,165 total(indirect: By Spouse)
Exercise: $14.04From: 2016-09-09Exp: 2020-09-09→ Common Stock
Other
Common Stock
2016-09-09−1,044,449→ 0 total
Other
Common Stock
2016-09-12+4,292→ 35,052 total
Other
Common Stock
2016-09-09−23,361→ 0 total(indirect: By Trust)

Footnotes (12)

[F1]On July 27, 2016, the Issuer and certain of its subsidiaries (the "Debtors") filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). On September 8, 2016, the Bankruptcy Court entered an order confirming the Debtors' Amended Joint Prepackaged Chapter 11 Plan Under Chapter 11 of the Bankruptcy Code, dated as of September 2, 2016 (the "Plan") and on September 9, 2016 (the "Effective Date"), the Plan became effective pursuant to its terms and the Debtors emerged from the chapter 11 cases. On the Effective Date, all outstanding shares of the Issuer's common stock (the "Old Common Stock") were cancelled and extinguished.
[F10]In accordance with the Plan approved by the Bankruptcy Court, the Reporting Person received an award of stock options ("Options") granted on the first full day of trading of the New Shares following the Effective Date. The exercise price per share of the Options will be equal to the greater of (1) the per share value based on an Issuer equity value of $650.0 million or (2) the weighted average trading price of the New Shares for the seven (7) trading days commencing on the first trading day immediately following the Effective Date (assuming the New Shares are then publicly traded). The Options will vest over 3 years in equal annual installments provided the Reporting Person remains employed by the Issuer as of the respective annual vesting dates.
[F11]In accordance with the Plan approved by the Bankruptcy Court, the Reporting Person received Unsecured Noteholder New Warrants to purchase New Common Shares exercisable for a four (4) year period commencing on the Effective Date.
[F12]In accordance with the Plan approved by the Bankruptcy Court, the Reporting Person's spouse received Unsecured Noteholder New Warrants to purchase New Common Shares exercisable for a four (4) year period commencing on the Effective Date.
[F2]These shares are held in trusts for the benefit of the reporting person's children. The reporting person's spouse is trustee of the trusts. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
[F3]The shares are held in seventeen trusts for the benefit of family members for which the reporting person serves as the trustee. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
[F4]The shares are held in a trust for the benefit of the reporting person's grandchild for which the reporting person serves as the trustee. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
[F5]New shares of the Issuer's common stock, par value $0.0001 per share (the "New Shares") were issued to the Reporting Person pursuant to the Plan in exchange for Old Common Stock held by the Reporting Person on the Effective Date under the Plan. The Reporting Person received 1 New Share for every 34 shares of Old Common Stock held by the Reporting Person on the Effective Date of the Plan. The receipt of New Shares was involuntary, without consideration and in accordance with the Plan approved by the Bankruptcy Court.
[F6]In accordance with the Plan approved by the Bankruptcy Court, the Reporting Person received New Shares in exchange for unsecured debt.
[F7]In accordance with the Plan approved by the Bankruptcy Court, the Reporting Person received an award of restricted stock, 50% of which will vest on the grant date being the first full day of trading of the New Shares following the Effective Date. The remaining 50% will vest on the first anniversary of the grant date, provided the Reporting Person remains employed by the Issuer as of such vesting date.
[F8]In accordance with the Plan approved by the Bankruptcy Court, the Reporting Person's spouse received New Shares in exchange for unsecured debt.
[F9]In accordance with the Plan approved by the Bankruptcy Court, the Issuer's 5.75% Series A Cumulative Perpetual Convertible Preferred Stock ("Preferred Stock") was cancelled on the Effective Date and holders of the Preferred Stock received their pro rata share of the Preferred Stock Cash Distribution (as defined in the Plan). Such exchange was involuntary, without consideration and in accordance with the terms of the Plan.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION

Issuer

HALCON RESOURCES CORP

CIK 0001282648

→

Entity typeoperating

IncorporatedDE

Related Parties

filerCIK 0001282648

Filing Metadata

Form type: 4
Filed: Sep 12, 8:00 PM ET
Accepted: Sep 13, 6:22 PM ET
Size: 36.7 KB

View on SEC.gov