Initial Statement of Beneficial Ownership (3)
June 19 2017 - 3:05PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
0.5
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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
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Clemetson Amy
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2. Date of Event Requiring Statement (MM/DD/YYYY)
6/16/2017
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3. Issuer Name
and
Ticker or Trading Symbol
CLOUD PEAK ENERGY INC. [CLD]
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(Last)
(First)
(Middle)
505 SOUTH GILLETTE AVENUE
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
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X
___ Officer (give title below)
_____ Other (specify below)
Senior VP, Human Resources /
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(Street)
GILLETTE, WY 82715
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
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X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock
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3808
(1)
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Restricted Stock Units
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(2)
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(2)
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Common Stock
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11795
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(2)
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D
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Explanation of Responses:
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(1)
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This total does not include restricted stock units ("RSUs") (see footnote 2 below) or performance share units ("PSUs") granted to the Reporting Person in 2015, 2016 or 2017 and that will be reported under Section 16 upon any vesting, as provided by applicable rules. PSUs represent a contingent right to receive the value of one share of Cloud Peak Energy Inc. ("CPE") common stock. In general, PSUs vest 3 years from the date of grant depending on CPE's achievement of performance goals, which are based upon CPE's relative and absolute total shareholder return ("TSR"), and subject to the terms of the award agreement and CPE's long-term incentive plan ("LTIP"). These TSR achievements may result in a payout ranging between 0% and 200% of the target.
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(2)
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Represents the following awards of RSUs granted to the Reporting Person: 1,669 RSUs granted on 3/2/15, 7,055 RSUs granted on 3/4/16 and 3,071 RSUs granted on 3/3/17. Each RSU represents a contingent right to receive the value of one share of CPE common stock. In general, 100% of the RSUs vest three years after the date of grant subject to the terms of the award agreement and CPE's LTIP. Vested RSUs may be paid in shares, cash or a combination of shares and cash, in the discretion of the Compensation Committee.
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Remarks:
Exhibit List: 1. Exhibit 24 - Power of Attorney
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Clemetson Amy
505 SOUTH GILLETTE AVENUE
GILLETTE, WY 82715
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Senior VP, Human Resources
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Signatures
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/s/ Bryan J. Pechersky, attorney-in-fact for Amy Clemetson
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6/19/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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