Nicholas G Olds Form 3 CONOCOPHILLIPS / Nicholas G Olds ownership change

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^*

Olds Nicholas G

(Last)

(First)

(Middle)

16930 PARK ROW DR.

(Street)

HOUSTON

77084

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/01/2020

3. Issuer Name and Ticker or Trading Symbol
CONOCOPHILLIPS [ COP ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Senior Vice President

5. 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 Beneficially Owned
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	1,111.02⁽¹⁾	I	By ConocoPhillips Savings Plan

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Phantom Stock	⁽²⁾	⁽²⁾	Common Stock	31.133	⁽³⁾	D
Stock Options (Right to Buy)	⁽⁴⁾	02/05/2023	Common Stock	18,400	58.0775	D
Stock Options (Right to Buy)	⁽⁵⁾	02/18/2024	Common Stock	19,200	65.463	D
Stock Options (Right to Buy)	⁽⁶⁾	02/17/2025	Common Stock	21,900	69.245	D
Stock Options (Right to Buy)	⁽⁷⁾	02/16/2026	Common Stock	29,600	33.125	D
Stock Options (Right to Buy)	⁽⁸⁾	02/14/2027	Common Stock	24,300	49.755	D
Stock Units	⁽⁹⁾	⁽¹⁰⁾	Common Stock	3,922.1065	⁽¹¹⁾	D
Stock Units	⁽⁹⁾	⁽¹⁰⁾	Common Stock	3,866.7207	⁽¹¹⁾	D
Stock Units	⁽¹²⁾	⁽¹⁰⁾	Common Stock	4,594.1351	⁽¹¹⁾	D

Explanation of Responses:

1. Includes units acquired through routine dividend transactions that are exempt under rule 16a-11.

2. The shares of phantom stock were acquired under a Defined Contribution Makeup Plan providing for settlement upon termination of employment, subject to possible deferred payment in certain circumstances. The reporting of this transaction is not an acknowledgement that it is not an exempt transaction under an Excess Benefit Plan pursuant to rule 16b-3(c).

3. The shares of phantom stock convert to ConocoPhillips common stock on a 1-for-1 bases.

4. Vested in three equal annual installments beginning February 5, 2014.

5. Vested in three equal annual installments beginning February 18, 2015.

6. Vested in three equal annual installments beginning February 17, 2016.

7. Vested in three equal annual installments beginning February 16, 2017.

8. Vested in three equal annual installments beginning February 14, 2018.

9. The stock unit grant settles 3 years from date of grant, but may be eligible for full or partial settlement upon termination of employment after attainment of age 55 with five years of service, layoff, death or disability, or a change of control. The reporting person may also elect to defer all or part of the settlement value of the units to a later date.

10. The stock units do not have an expiration date.

11. The stock units represent ConocoPhillips common stock on a 1-for-1 basis.

12. The stock unit grant settles 3 years from date of grant, but may be eligible for full or partial settlement upon termination of employment after attainment of age 55 with five years of service, layoff, death or disability, or a change of control.

Remarks:

	Whitney A. Cox, Attorney in Fact (by Power of Attorney filed herewith)	08/04/2020
	** 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.

Nicholas G Olds Form 3CONOCOPHILLIPS / Nicholas G Olds ownership change