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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
| 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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Performance Units | (4) | 02/16/2018(4) | A | 34,662 | 02/16/2021 | (4) | Common Stock | 34,662 | $ 0 | 34,662 | D | ||||
| Stock Option (Right to buy) | $ 14.12 | 02/17/2018(5) | 02/17/2027 | Common Stock | 15,019 | 15,019 | D | ||||||||
| Performance Units | (6) | 02/17/2020 | (6) | Common Stock | 19,858 | 19,858 | D | ||||||||
| Stock Option (Right to buy) | $ 4.1 | 02/19/2017(5) | 02/19/2026 | Common Stock | 39,133 | 39,133 | D | ||||||||
| Performance Units | (7) | 02/19/2019 | (7) | Common Stock | 49,065 | 49,065 | D | ||||||||
| Stock Option (Right to buy) | $ 11.93 | 02/27/2016(5) | 02/27/2025 | Common Stock | 21,188 | 21,188 | D | ||||||||
| Performance Units | (8) | 02/27/2018 | (8) | Common Stock | 20,210 | 20,210 | D | ||||||||
| Stock Option (Right to buy) | $ 17.34 | 02/15/2014(5) | 02/15/2023 | Common Stock | 13,077 | 13,077 | D | ||||||||
| Stock Option (Right to buy) | $ 24.11 | 02/03/2013(5) | 02/03/2022 | Common Stock | 2,617 | 2,617 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Beyer Michael T 15 W. SIXTH STREET, SUITE 900 TULSA, OK 74119 |
VP - Controller & CAO | |||
| /s/ Kenneth E. Dornblaser, as attorney-in-fact for Michael T. Beyer | 02/21/2018 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Represents shares of common stock withheld by the Issuer to satisfy tax withholding obligations of the Reporting Persons in connection with the vesting of a portion of restricted shares previously granted to the Reporting Person under the Issuer's Omnibus Equity Incentive Plan. |
| (2) | These restricted shares are granted under the Issuer's Omnibus Equity Incentive Plan and will vest in three equal annual installments beginning on the first anniversary date of the grant. |
| (3) | These restricted shares are granted under the Issuer's Omnibus Equity Incentive Plan and will vest one year after the date of the grant. |
| (4) | These performance share units are granted under the Issuer's Omnibus Equity Incentive Plan. Each performance share unit represents a share of common stock. The performance share units will be payable, if at all, in common stock, based upon the Issuer's total shareholders return measured (i) against an industry peer group, (ii) on an absolute share return basis and (iii) based on a return on average capital employed metric, over a three year performance period ending December 31, 2020. The final number of shares of common stock granted can range from 0% to 200% of the performance share units. |
| (5) | This stock option was granted under the Issuer's 2011 Omnibus Equity Incentive Plan and is exercisable as to 25% on each of the first four anniversaries of the date of the grant. |
| (6) | These performance share units are granted under the Issuer's Omnibus Equity Incentive Plan. Each performance share unit represents a share of common stock. The performance share units will be payable, if at all, in common stock, based upon the Issuer's total shareholders return measured against an industry peer group, over a three year performance period ending December 31, 2019. The final number of shares of common stock granted can range from 0% to 200% of the performance share units. |
| (7) | These performance share units are granted under the Issuer's Omnibus Equity Incentive Plan. Each performance share unit represents a share of common stock. The performance share units will be payable, if at all, in common stock, based upon the Issuer's total shareholders return measured against an industry peer group, over a three year performance period ending December 31, 2018. The final number of shares of common stock granted can range from 0% to 200% of the performance share units. |
| (8) | These performance share units are granted under the Issuer's Omnibus Equity Incentive Plan. Each performance share unit represents a share of common stock. The performance share units will be payable, if at all, in common stock, based upon the Issuer's total shareholders return measured against an industry peer group, over a three year performance period ending December 31, 2017. The final number of shares of common stock granted can range from 0% to 200% of the performance share units. |