Statement of Changes in Beneficial Ownership (4)
December 22 2020 - 4:41PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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
*
Lawler Robert D. |
2. Issuer Name and Ticker or Trading Symbol
CHESAPEAKE ENERGY CORP
[
CHKAQ
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEO |
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(Last)
(First)
(Middle)
6100 N. WESTERN AVE. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/5/2020 |
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(Street)
OKLAHOMA CITY, OK 73118
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 5/5/2020 | | D | | 11216 (1) | D | $0 | 13963 (2) | D | |
| Common Stock | 12/18/2020 | | S | | 9590 | D | $2.0258 | 4373 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
| Non-Qualified Stock Option (right to buy) | $4020.66 (3) | 5/5/2020 | | D | | | 3266 (3) | 6/17/2014 | 6/17/2023 | Common Stock | 3266.0 (4) | $0 | 0 | D | |
| Non-Qualified Stock Option (right to buy) | $4913.08 (3) | 5/5/2020 | | D | | | 1270 (3) | 1/10/2015 | 1/10/2024 | Common Stock | 1270.0 (4) | $0 | 0 | D | |
| Non-Qualified Stock Option (right to buy) | $3674.0 (3) | 5/5/2020 | | D | | | 2497 (3) | 1/10/2016 | 1/10/2025 | Common Stock | 2497.0 (4) | $0 | 0 | D | |
| Non-Qualified Stock Option (right to buy) | $742.0 (3) | 5/5/2020 | | D | | | 5000 (3) | 1/14/2017 | 1/14/2026 | Common Stock | 5000.0 (4) | $0 | 0 | D | |
| Non-Qualified Stock Option (right to buy) | $1090.0 (3) | 5/5/2020 | | D | | | 5000 (3) | 3/15/2018 | 3/15/2027 | Common Stock | 5000.0 (4) | $0 | 0 | D | |
| Non-Qualified Stock Option (right to buy) | $602.0 (3) | 5/5/2020 | | D | | | 5000 (3) | 3/19/2019 | 3/19/2028 | Common Stock | 5000.0 (4) | $0 | 0 | D | |
| Non-Qualified Stock Option (right to buy) | $594.0 (3) | 5/5/2020 | | D | | | 5000 (3) | 3/7/2020 | 3/7/2029 | Common Stock | 5000.0 (4) | $0 | 0 | D | |
| Explanation of Responses: |
| (1) | Reflects the forfeiture of 100% of the Reporting Person's outstanding restricted stock units, as disclosed in the Issuer's Current Report on Form 8-K filed with the SEC on May 8, 2020. |
| (2) | Reflects the effect of a 1-for-200 reverse stock split effective as of April 14, 2020, as disclosed in the Issuer's Form 10-K/A filed with the SEC on April 29, 2020 and in other SEC filings. |
| (3) | Reflects an adjustment to the non-qualified stock options, including the exercise price and number of underlying common shares, resulting from the Issuer's 1-for-200 reverse stock split effective as of April 14, 2020. |
| (4) | Reflects the forfeiture of 100% of the Reporting Person's outstanding non-qualified stock options. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Lawler Robert D.
6100 N. WESTERN AVE.
OKLAHOMA CITY, OK 73118 | X |
| CEO |
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Signatures
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| J. David Hershberger For: ROBERT DOUGLAS LAWLER | | 12/22/2020 |
| **Signature of Reporting Person | Date |
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