| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | MCF | Common Stock | Award | $0 | +4.72M | +2747.91% | $0.00 | 4.89M | Dec 7, 2021 | Direct | F1 |
| transaction | MCF | Common Stock | Disposed to Issuer | -4.89M | -100% | 0 | Dec 7, 2021 | Direct | F2, F3 | ||
| transaction | MCF | Common Stock | Disposed to Issuer | -694K | -100% | 0 | Dec 7, 2021 | By Colyer Holdings, LP | F2, F4 | ||
| transaction | MCF | Common Stock | Disposed to Issuer | -207K | -100% | 0 | Dec 7, 2021 | By CCC Resources Ltd. | F2, F5 | ||
| transaction | MCF | Common Stock | Disposed to Issuer | -600 | -100% | 0 | Dec 7, 2021 | By Peyton E Colyer UTMA | F2 |
Wilkie Schell Colyer Jr is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | In accordance with the Transaction Agreement (as defined below), immediately prior to the effective time of the Merger (as defined below), each outstanding performance stock unit award granted under Contango's Amended and Restated 2009 Incentive Compensation Plan held by the Reporting Person became fully vested based on the maximum performance level. |
| F2 | Contango, Independence Energy, LLC, IE Pubco Inc. ("New Pubco"), IE OpCo LLC, IE C Merger Sub Inc. ("C Merger Sub") and IE L Merger Sub LLC ("L Merger Sub"), are parties to the Transaction Agreement, dated as of June 7, 2021 (the "Transaction Agreement"), pursuant to which, among other things, C Merger Sub merged with and into Contango with Contango as the surviving entity (the "Merger"), immediately following the Merger, Contango merged with and into L Merger Sub, with L Merger Sub, a direct wholly owned subsidiary of New PubCo, as the surviving entity. At the effective time of the Merger, each share of Contango common stock, par value $0.04 per share, outstanding immediately prior to the Merger was converted automatically into the right to receive 0.2000 shares of New PubCo Class A Common Stock. |
| F3 | In addition to the shares beneficially owned by Mr. Colyer, as reported herein, Mr. Colyer has an economic interest in an additional 38,730 shares of Common Stock, through his ownership interest in Goff MCF. The reporting person disclaims beneficial ownership of the 38,730 shares of Common Stock. |
| F4 | The reporting person has a 50% ownership interest in Colyer Holdings, LP ("Colyer Holdings"). The general partner of Colyer Holdings is Colyer Interests, LLC, of which the reporting person is the managing member and has a 50% ownership interest. The reporting person shares voting and dispositive power over the 691,556 shares of Common Stock. In addition to the 691,556 shares of Common Stock beneficially owned by Colyer Holdings, as reported herein, Colyer Holdings has an economic interest in an additional 258,220 shares of Common Stock, through its ownership interest in Goff MCF. The reporting person disclaims beneficial ownership of the 258,220 shares of Common Stock. |
| F5 | The reporting person disclaims beneficial ownership of the 207,467 shares of Common Stock. In addition to the 207,467 shares of Common Stock beneficially owned by CCC Resources Ltd. ("CCC Resources"), as reported herein, CCC Resources has an economic interest in an additional 77,460 shares of Common Stock, through its ownership interest in Goff MCF. The reporting person disclaims beneficial ownership of the 77,460 shares of Common Stock. |
This Form 4 has been signed by E. Joseph Grady, Assistant Secretary of Contango Oil & Gas Company, on behalf of Mr. Colyer.