| 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)
| 2. Date of Event Requiring Statement (Month/Day/Year) 08/19/2016 | 3. Issuer Name and Ticker or Trading Symbol EXCO RESOURCES INC [ XCO ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
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 | 127,303(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 | ||||
| Employee Stock Option (Right to Buy) | (2) | 06/03/2023 | Common Stock | 50,000 | 8.3 | D | |
| Employee Stock Option (Right to Buy) | (2) | 08/13/2023 | Common Stock | 37,600 | 7.68 | D | |
| Restricted Stock Units | (3) | (3) | Common Stock | 30,382 | 0.00 | D | |
| Performance Share Units | (4) | (4) | Common Stock | 300,000 | 0.00 | D | |
| Explanation of Responses: |
| 1. Includes shares of restricted common stock issued to Mr. Peracchi pursuant to the EXCO Resources, Inc. Amended and Restated 2005 Long-Term Incentive Plan, as amended (the "Plan"). Unvested shares of restricted stock are subject to forfeiture, accelerated vesting and other restrictions as more fully set forth in the Plan and each agreement pursuant to which restricted shares were issued. |
| 2. This option is fully vested and currently exercisable. |
| 3. Represents performance-based restricted stock units ("RSUs") that vest at a rate between 0% and 200% of the target number of RSUs (the number of RSUs listed herein) during a three-year performance cycle beginning on July 1, 2014 and ending on July 1, 2017 based on the issuer's relative total shareholder return in comparison to the total shareholder return of a predetermined peer group over the performance cycle. The RSUs were issued to Mr. Peracchi pursuant to the Plan and the Performance-Based Restricted Stock Unit Award Agreement dated July 1, 2014 and are subject to forfeiture, accelerated vesting and other restrictions as more fully set forth in these agreements. |
| 4. Represents performance-based share units ("PSUs") that vest at a rate between 0% and 150% of the target number of PSUs (the number of PSUs listed herein) during a three-year performance cycle beginning on July 1, 2016 and ending on July 1, 2019 based on the issuer's relative total shareholder return in comparison to the total shareholder return of a predetermined peer group over the performance cycle. 25% of the PSUs shall be eligible to vest on July 1, 2017 and the remaining 75% of the PSUs shall be eligible to vest on July 1, 2019. The PSUs were issued to Mr. Peracchi pursuant to the Plan and the Performance-Based Share Unit Award Agreement dated July 1, 2016. The PSUs may be settled, at the issuer's discretion, in cash or shares of common stock, and are subject to forfeiture, accelerated vesting and other restrictions as more fully set forth in these agreements. |
| Remarks: |
| Vice President, acting Chief Financial Officer and Treasurer |
| /s/ Christopher C. Peracchi | 08/29/2016 | |
| ** 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 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. | ||
