Gatto Joseph C. Jr. Form 4 CALLON PETROLEUM / Joseph C. Jr. Gatto ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Gatto Joseph C. Jr.

(Last) (First) (Middle)

200 NORTH CANAL STREET

(Street)

NATCHEZ MS 39120

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CALLON PETROLEUM CO [ CPE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Senior VP / CFO / Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
05/13/2016

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/15/2016	05/15/2016	M		40,095	A	$0	125,577	D
Common Stock	05/15/2016	05/15/2016	F		16,820	D	$10.81	108,757	D
Common Stock	05/15/2016	05/15/2016	M		7,075	A	(1)	115,832	D
Common Stock	05/15/2016	05/15/2016	D		7,075	D	$10.9	108,757	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
2013 RSU - Stock(2)	$0	05/15/2016		M			40,095	05/15/2016	05/15/2016	Common Stock	40,095	$0	0	D
2013 RSU - Cash(2)	(1)	05/15/2016		M			7,075	05/15/2016	05/15/2016	Common Stock	7,075	(1)	0	D
2016 RSU - Stock(2)	$0	05/13/2016		A		36,890		05/13/2019	05/13/2019	Common Stock	36,890	$0	36,890	D
2016 Phantom Units(2)(3)	(4)	05/13/2016		A		6,510		05/13/2019	05/13/2019	Common Stock	6,510	$0	6,510	D
2016 Performance Based Units - 50% Stock/50% Cash(5)(2)	(4)	05/13/2016		A		65,100		12/31/2018	12/31/2018	Common Stock	65,100	$0	65,100	D

Explanation of Responses:

1. The terms of this Phantom Unit award specify payment in cash rather than in common shares. The value of each vested unit is equal to the average of the opening and closing price of the company's common stock on the vesting date.

2. The award terms specify cliff vesting three years from the date of the award.

3. The terms of this Phantom Unit award specify payment in cash rather than in common shares.

4. Each share of phantom stock is the economic equivalent of one share of the company's common stock.

5. This Performance Based Unit award is subject to a variable number of units vesting based on a performance criteria related to the total shareholder return of the company compared to a group of peer companies. The number of units subject to vest under this award can range from 0% to as much as 200%. The award terms also specify that upon vesting 50% of the vested units will be payable in common shares and 50% will be payable in cash.

	Clay V. Bland as Attorney-in-fact	05/17/2016
	** 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 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).
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