X0306 4 2017-01-17 0 0000077877 PDC ENERGY, INC. PDCE 0001196791 HONEYFIELD DAVID W 1775 SHERMAN STREET, SUITE 3000 DENVER CO 80203 0 1 0 0 CFO & SVP Stock Appreciation Rights 74.57 2017-01-17 4 A 0 7962 0.00 A 2027-01-17 Common Stock 7962 7962 D Performance Share Units 2017-01-17 4 A 0 4128 0.00 A 2019-12-31 Common Stock 4128 4128 D The Stock Appreciation Rights ("SARs") become exercisable in three pro rata installments on December 28, 2017, December 28, 2018, and January 17, 2020. Each performance share unit represents a contingent right to receive 0-200% of that number in shares of PDCE common stock. The amount reported represents the "target" number. The performance share units vest upon continued employment and achievement of specified thresholds of total shareholder return (TSR) compared to certain peers, as measured on December of 2019 and as described in the related grant agreement. /s/David W. Honeyfield 2017-01-19