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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Options to purchase Common Stock | $ 30.55 | 03/09/2010 | D | 4,845 | (3) | 02/09/2019 | Common Stock | 4,845 | $ 19.45 | 0 | D | ||||
Options to purchase Common Stock | $ 31.1 | 03/09/2010 | D | 293 | 02/15/2009 | 02/15/2016 | Common Stock | 293 | $ 18.9 | 0 | D | ||||
Options to purchase Common Stock | $ 33.76 | 03/09/2010 | D | 1,568 | (4) | 02/11/2018 | Common Stock | 1,568 | $ 16.24 | 0 | D | ||||
Options to purchase Common Stock | $ 25.73 | 03/09/2010 | D | 776 | 02/12/2010 | 02/12/2017 | Common Stock | 776 | $ 24.27 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
HUNTER ANDREA 777 MAIN STREET SUITE 1400 FORT WORTH, TX 76102 |
VP & Controller |
/s/ Robert C. Reeves (attorney-in-fact) | 03/09/2010 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The shares were disposed of pursuant to the merger agreement between the issuer and Denbury Resources Inc. in exchange for aggregate consideration of $50 per share (which may consist of cash, Denbury stock or a combination thereof) as provided for in the merger agreement. |
(2) | Pursuant to the merger agreement, the shares converted into a number of restricted shares of Denbury common stock determined by multiplying (i) the number of shares by (ii) the exchange ratio used in determining the consideration payable to Encore stockholders who elected to receive only common stock consideration. |
(3) | This option, which provided for vesting in three equal annual installments begining February 9, 2010, was converted into a cash payment representing the product of the number of shares subject to the option and the difference between the aggregate consideration per share provided for in the merger agreement and the exercise price of the option. |
(4) | This option, which provided for vesting in three equal annual installments beginning February 11, 2009, was converted into a cash payment representing the product of the number of shares subject to the option and the difference between the aggregate consideration per share provided for in the merger agreement and the exercise price of the option. |