SilverBow Resources (SBOW) Form 4 SILVERBOW RESOURCES / Riet Gerald Gleeson Van 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^*

Van Riet Gerald Gleeson

(Last) (First) (Middle)

575 N. DAIRY ASHFORD, STE. 1200

(Street)

HOUSTON TX 77079

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SILVERBOW RESOURCES, INC. [ SBOW ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP AND CFO

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2019

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	05/21/2019		D(1)		3,900	D	(2)	49,398	D
Common Stock	05/21/2019		A(3)		15,900	A	(2)	65,298	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
Option (right to buy)	$31.14	05/21/2019		D			31,902	08/09/2019(1)	08/09/2028	SilverBow Resources Common Stock	31,902	(2)	0	D

Explanation of Responses:

1. The cancelled award provided for vesting in three equal installments beginning on the first anniversary of the grant date.

2. On May 21, 2019, the Issuer cancelled, pursuant to a one-time equity award exchange program for certain equity awards approved by the Issuer's shareholders on the same date, awards for 3,900 Restricted Stock Units and 31,902 Nonqualified Stock Options with respect to the Issuer's common stock, both granted to the Reporting Person on August 9, 2018. The Reporting Person received replacement awards of 15,900 Restricted Stock Units and 15,900 Performance Stock Units at target performance. As the vesting of the Performance Stock Units is based on the Issuer's total shareholder return performance relative to its peers, they are not currently reportable under SEC rules and such units are not reported on this Form 4.

3. The Restricted Stock Units vest annually in three substantially equal installments on March 5 of each of 2020, 2021 and 2022.

Remarks:

	/s/ VAN RIET GERALD GLEESON	05/23/2019
	** 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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