SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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*
Spence Nicholas

(Last) (First) (Middle)
1625 BROADWAY
SUITE 300

(Street)
DENVER CO 80202

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/22/2016
3. Issuer Name and Ticker or Trading Symbol
SYNERGY RESOURCES Corp [ SYRG ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Operating Officer-Dev
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 82,763(1)(2) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option 10/05/2016 10/05/2025 Common Stock 100,000(3) $11.35 D
Performance Share Units (4) 12/31/2018 Common Stock 25,493(5) $0.0 D
Explanation of Responses:
1. Includes a grant of 50,000 restricted stock units ("RSUs"). The RSUs vest in equal amounts over 5 years beginning on the grant anniversary date, October 5, 2016 provided that the recipient continues to provide substantial services to the Company or an affiliate continuously through the applicable vesting dates.
2. Includes a grant of 17,763 restricted stock units ("RSUs"). The RSUs vest 33% on March 30, 2017; 33% on March 30, 2018; and 34% on March 30, 2019, provided that the recipient continues to provide substantial services to the Company or an affiliate continuously through the applicable vesting dates. The number of RSU's granted is based on the five-day average closing price of the Company's common stock, as reported by the NYSE MKT, for the period ending March 30, 2016 (being $7.60 per share)
3. Options to vest 20% on October 5, 2016, 20% on October 5, 2017, 20% on October 5, 2018, 20% on October 5, 2019 and 20% on October 5, 2020.
4. The number of Performance Share Units granted is based on the five-day average closing price of the Company's common stock, as reported by the NYSE MKT, for the period ending March 30, 2016 (being $7.60 per share).
5. The reporting person will vest in 0% - 200% of the Performance Share Units based on the relative Total Shareholder Return (TSR) of the Company between January 1, 2016 and December 31, 2018, as measured against the TSR of certain peer companies over that period, provided that the recipient continues to provide substantial services to the Company or an affiliate continuously from the grant date through December 31, 2018.
Remarks:
Cathleen M. Osborn, Attorney-in-Fact 06/27/2016
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
Note: 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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