X0306 4 2016-01-04 0 0000943861 GOODRICH PETROLEUM CORP GDP 0001007813 GOODRICH WALTER G C/O GOODRICH PETROLEUM CO 801 LOUISIANA, SUITE 700 HOUSTON TX 77002 1 1 0 0 Chairman and CEO Phantom Stock 2016-01-04 4 A 0 17812 0 A Common Stock 17812 17812 D 10.00% Series E Cumulative Convertible Preferred Stock Common Stock 40000 8000 D Each share of phantom stock is the economic equivalent of one share of GDP common stock. The phantom stock vests in increments of one-third beginning September 21, 2016. Thus the reporting person will receive 5,938 shares of common stock of the issuer (or cash equal to the value of the common stock on the settlement dates, in the sole discretion of the issuer) on September 21, 2016, and 5,937 shares of common stock of the issuer (or cash equal to the value of the common stock on the settlement dates, in the sole discretion of the issuer) on each of September 21, 2017 and 2018, as long as the reporting person remains affiliated with the company. The Series E Preferred Stock has no expiration date and is convertible at any time, at the holder's election, into Goodrich Petroleum Corporation common stock at a rate of 5.0 shares of common stock per depositary share of Series E Preferred Stock. Walter G. Goodrich 2016-01-06