SEC Form 3
FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 03/04/2024 |
3. Issuer Name and Ticker or Trading Symbol
Chord Energy Corp [ CHRD ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 31,710(1) | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Warrants (Rights to Buy) | 11/19/2020 | 11/19/2024 | Common Stock(2) | 12 | 75.57 | D |
Explanation of Responses: |
1. Represents certain awards of restricted stock units ("RSUs") granted to the Reporting Person that may be settled only for shares of common stock on a one-for-one basis and earned performance share units ("PSUs") that remain subject to time-based vesting. These PSUs include performance share units that were originally subject to a total shareholder return performance goal or a relative total shareholder return performance goal based on the Issuer's performance as compared to a predefined peer group or the Russell 2000 constituent companies but were deemed earned as a result of the merger between Oasis Petroleum Inc. ("Oasis") and Whiting Petroleum Corporation ("Whiting") contemplated by that certain Agreement and Plan of Merger, dated as of March 7, 2022 by and among Oasis, Ohm Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Oasis, New Ohm LLC, a Delaware limited liability company and a wholly owned subsidiary of Oasis, and Whiting. |
2. Represents warrants to purchase shares of the Issuer's common stock that were originally issued in connection with the Joint Prepackaged Chapter 11 Plan of Reorganization of Oasis (the Issuer's predecessor) and its Debtor Affiliates (as amended, modified or supplemented from time to time, the "Plan"), on November 19, 2020 (the effective date of the Plan). Each Warrant is exercisable for one share of the Issuer's common stock from the date of issuance until 5:00 p.m., New York time, on the expiration date. The receipt of warrants was involuntary, without additional consideration and in accordance with the Plan approved by the U.S. Bankruptcy Court for the Southern District of Texas. |
Remarks: |
/s/ Melissa K. Buce, as attorney-in-fact | 03/06/2024 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |