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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 | ||||||||
| 2010 Phantom Shares (2) | $ 4.95 | 05/07/2010 | 05/07/2010 | A | V | 62,500 (2) | 11/08/2010 | 12/31/2012 | Common Stock | 62,500 | $ 0 | 62,500 | D | ||
| 2010 Restricted Stock Units - cash (3) | $ 4.95 | 05/07/2010 | 05/07/2010 | A | V | 18,750 | 11/08/2010 | 05/07/2013 | Common Stock | 18,750 | $ 0 | 18,750 | D | ||
| 2010 Restricted Stock Units - shares (4) | $ 4.95 | 05/07/2010 | 05/07/2010 | A | V | 106,250 | 11/08/2010 | 05/07/2013 | Common Stock | 106,250 | $ 0 | 106,250 | D | ||
| 2006 Performance Shares | $ 15.83 | 08/21/2006 | 08/21/2010 | Common Stock | 10,000 | 10,000 | D | ||||||||
| 2008 Performance Stock Award | $ 0 (5) | (5) | (5) | Common Stock | 23,000 | 23,000 | D | ||||||||
| 2009 Restricted Stock Units - cash (6) | $ 1.63 | (6) | (6) | Common Stock | 100,000 | 100,000 | D | ||||||||
| 2009 Restricted Stock Units - shares (7) | $ 1.63 | (7) | (7) | Common Stock | 100,000 | 100,000 | D | ||||||||
| Stock Option (Right to Buy) | $ 4.5 | 01/13/2003 | 07/12/2012 | Common Stock | 18,750 | 18,750 | D | ||||||||
| Stock Option (Right to Buy) | $ 3.7 | 02/24/2003 | 08/23/2012 | Common Stock | 12,625 | 12,625 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| CALLON FRED L 200 NORTH CANAL STREET NATCHEZ, MS 391203212 |
X | Chairman, President, CEO | ||
| By: Robert A. Mayfield as Attorney-in-fact for | 05/07/2010 | |
| **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) | The number of shares reported is calculated by dividing the total market value of the reporting person's account balance within the Callon Petroleum Company Employee Savings and Protection Plan (401(k) Plan) on the day prior to this Form 4 reporting date by the closing market price per share on that day. |
| (2) | This Phantom Share award is subject to vesting on December 31, 2012 and is payable in cash rather than stock. In addition, the award is subject to a variable percentage payout based on a performance criteria related to the Total Shareholder Return of the Company compared to a group of peer companies. Therefore this award can range from 0% to as much as 150% of its original value at the vesting date. |
| (3) | Restricted Stock Units will vest on the third anniversary date following the grant date. Payment will be made in cash based on the average of the opening and closing market price of the underlying common stock of the issuer on the date of vesting. |
| (4) | Restricted Stock Units will vest on the third anniversary date following the grant date. Payment will be made in shares of common stock of the issuer based on the average of the opening and closing market price of the underlying common stock on the date of vesting. |
| (5) | The number of shares awarded is conditioned based on the achievement of a specified performance target, based upon the price of Callon's stock, to be calculated on December 31, 2010. If the performance target is achieved, vesting with respect to the awarded shares will occur on 04/18/2011, the third anniversary following the award date. |
| (6) | Restricted Stock Units will vest 100% on the third anniversary date following the grant date. Payment will be made in cash based on the average of the opening and closing market price of the underlying common stock of the issuer on the date of vesting. |
| (7) | Restricted Stock Units will vest 100% on the third anniversary date following the grant date. Payment will be made in shares of common stock of the issuer based on the average of the opening and closing market price of the underlying common stock on the date of vesting. |