Callon Petroleum (CPE) Form 4 Callon Petroleum / L RICHARD FLURY 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^*

FLURY L RICHARD

(Last) (First) (Middle)

2000 W. SAM HOUSTON PKWY. S.

SUITE 2000

(Street)

HOUSTON TX 77042

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
05/09/2020

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								30,000	I	Joint Tenant with Spouse
Common Stock								132,999	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
2019 RSU - Stock(1)	(2)	05/09/2020		M			20,370	(1)(3)	(1)(3)	Common Stock	20,370	$0	0	D
Phantom Stock Units(3)	(2)	05/09/2020		M		20,370		(3)	(3)	Common Stock	20,370	$0	151,884	D
2017 RSU - Stock(4)	(2)	05/10/2020		M			3,706	(3)(4)	(3)(4)	Common Stock	3,706	$0	0	D
Phantom Stock Units.(3)	(2)	05/10/2020		M		3,706		(3)	(3)	Common Stock	3,706	$0	155,590	D

Explanation of Responses:

1. On May 9, 2019, the reporting person was granted 20,370 Restricted Stock Units ("RSUs") that cliff vested on the one year anniversary date following the grant date, or the date of the Company's 2020 Annual Shareholders Meeting, whichever occurred first. The reporting person elected that upon vesting, these RSUs convert into Phantom Stock Units payable upon retirement.

2. Each Phantom Stock Unit is the economic equivalent of one share of CPE Common Stock.

3. The Phantom Stock Units will be paid upon the Director's retirement from the Company's Board of Directors pursuant to the Plan. The reporting person has elected to have his Phantom Stock Units distributed in cash.

4. On May 10, 2017, the reporting person was granted 11,120 RSUs with one-third vesting on each anniversary date following the grant date. The first tranche vested on May 10, 2018. The second tranche vested on May 10, 2019. The third and final tranche vested on May 10, 2020. The reporting person elected that upon vesting these RSUs convert into Phantom Stock Units payable upon retirement.

Remarks:

	/s/ L. Richard Flury, by Diana L. Denton, as Attorney-in-Fact	05/11/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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