Statement of Changes in Beneficial Ownership (4)
December 17 2019 - 5:13PM
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
*
Buhrig Melissa M |
2. Issuer Name and Ticker or Trading Symbol
CVR ENERGY INC
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CVI
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, General Counsel & Sec. |
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(Last)
(First)
(Middle)
2277 PLAZA DRIVE, SUITE 500 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/13/2019 |
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(Street)
SUGAR LAND, TX 77479
(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 (1) | 12/14/2019 | | M | | 5287 | A | $0 (2) | 5287 | D | |
| Common Stock (1) | 12/14/2019 | | D | | 5287 | D | $42.13 (3) | 0 | 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 |
| Incentive Units (4) | (2) | 12/13/2019 | | A | | 13422 | | (4) | (5) | Common Stock | 13422.0 | $0 (2) | 13422 | D | |
| Incentive Units (1) | (2) | 12/14/2019 | | M | | | 5287 | (1) | (5) | Common Stock | 5287.0 | $0 (2) | 10574 | D | |
| Explanation of Responses: |
| (1) | The Incentive Units were awarded to the reporting person by CVR Energy, Inc. as compensation for services as an officer on December 14, 2018. These Incentive Units vest ratably in three annual installments beginning in December of each year following the grant date, subject to the terms and conditions of the award agreement. |
| (2) | Each Incentive Unit reported herein represents the right to receive upon vesting, a cash payment equal to the average closing price of a share of CVR Energy, Inc. common stock for the 10 business days preceding the vesting date. |
| (3) | This price represents the average closing price of a share of CVR Energy, Inc. common stock for the 10 business days preceding the vesting date. The Incentive Units expire immediately following their vesting. |
| (4) | The Incentive Units were awarded to the reporting person by CVR Energy, Inc. as compensation for services as an officer on December 13, 2019. These Incentive Units vest ratably in three annual installments beginning in December of each year following the grant date, subject to the terms and conditions of the award agreement. |
| (5) | The Incentive Units expire immediately upon vesting. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Buhrig Melissa M
2277 PLAZA DRIVE, SUITE 500
SUGAR LAND, TX 77479 |
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| EVP, General Counsel & Sec. |
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Signatures
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| /s/ Melissa M. Buhrig | | 12/17/2019 |
| **Signature of Reporting Person | Date |
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