4//SEC Filing
Kouplen Angela 4
Accession 0001209191-21-003103
CIK 0001518832other
Filed
Jan 10, 7:00 PM ET
Accepted
Jan 11, 7:06 PM ET
Size
16.0 KB
Accession
0001209191-21-003103
Insider Transaction Report
Form 4
Kouplen Angela
SVP and CIO
Transactions
- Disposition to Issuer
Restricted Stock Units
2021-01-07−21,687→ 0 total→ Common Stock (37,952 underlying) - Disposition to Issuer
Restricted Stock Units
2021-01-07−15,102→ 0 total→ Common Stock (18,877 underlying) - Disposition to Issuer
Restricted Stock Units
2021-01-07−5,539→ 0 total→ Common Stock (11,078 underlying) - Disposition to Issuer
Restricted Stock Units
2021-01-07−27,896→ 0 total→ Common Stock (34,870 underlying) - Disposition to Issuer
Common Stock
2021-01-07−113,962.202→ 0 total
Footnotes (10)
- [F1]Includes 57,456 shares of restricted stock of WPX (as defined in footnote 2) subject to time-based vesting which were converted into awards denominated in shares of common stock of Devon (as defined in footnote 2) based on the Exchange Ratio (as defined in footnote 2) and which will vest in accordance with the terms and conditions governing the shares of restricted stock in effect immediately before the effective time (the "Effective Time") of the Merger (as defined in footnote 2).
- [F10]This award vests on March 9, 2023.
- [F2]Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") by and among Devon Energy Corporation ("Devon"), WPX Energy, Inc. ("WPX"), and East Merger Sub, Inc. ("Merger Sub"), upon the Effective Time of the merger of Merger Sub into WPX (the "Merger") on January 7, 2021, each share of common stock of WPX was converted into the right to receive 0.5165 shares of Devon common stock (the "Exchange Ratio").
- [F3]WPX's performance-based restricted stock units vest using a performance measure that is based on total shareholder return with absolute and relative dependent measures. Pursuant to the Merger Agreement, the performance measure was calculated using actual results over the units' performance period with an ending value for WPX's common stock equal to the average of the stock's closing price on the five trading days immediately preceding the Effective Time. After applying this performance measure to the performance-based restricted units, these units were then converted to awards denominated as restricted stock units of Devon's common stock based on the Exchange Ratio whose sole remaining vesting criteria is time-based.
- [F4]This award vests on March 2, 2021.
- [F5]A performance measure of 200% was applied to these restricted units.
- [F6]This award vests on March 2, 2022.
- [F7]A performance measure of 175% was applied to these restricted units.
- [F8]This award vests on March 2, 2023.
- [F9]A performance measure of 125% was applied to these restricted units.
Documents
Issuer
WPX ENERGY, INC.
CIK 0001518832
Entity typeother
Related Parties
1- filerCIK 0001675087
Filing Metadata
- Form type
- 4
- Filed
- Jan 10, 7:00 PM ET
- Accepted
- Jan 11, 7:06 PM ET
- Size
- 16.0 KB