0001358071-21-000064.txt : 20210120 0001358071-21-000064.hdr.sgml : 20210120 20210120163034 ACCESSION NUMBER: 0001358071-21-000064 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210115 FILED AS OF DATE: 20210120 DATE AS OF CHANGE: 20210120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Schroer Brenda R CENTRAL INDEX KEY: 0001580332 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33615 FILM NUMBER: 21539115 MAIL ADDRESS: STREET 1: 600 W. ILLINOIS AVENUE STREET 2: ONE CONCHO CENTER CITY: MIDLAND STATE: TX ZIP: 79701 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CONCHO RESOURCES INC CENTRAL INDEX KEY: 0001358071 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 760818600 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 600 W. ILLINOIS AVENUE CITY: MIDLAND STATE: TX ZIP: 79701 BUSINESS PHONE: 432-683-7443 MAIL ADDRESS: STREET 1: 600 W. ILLINOIS AVENUE CITY: MIDLAND STATE: TX ZIP: 79701 4 1 wf-form4_161117821980298.xml FORM 4 X0306 4 2021-01-15 1 0001358071 CONCHO RESOURCES INC CXO 0001580332 Schroer Brenda R ONE CONCHO CENTER 600 W. ILLINOIS AVENUE MIDLAND TX 79701 0 1 0 0 SVP, CFO and Treasurer Common Stock 2021-01-15 4 A 0 18886 0 A 78950 D Common Stock 2021-01-15 4 F 0 20483 69.35 D 58467 D Common Stock 2021-01-15 4 D 0 58467 0 D 0 D On January 15, 2021, pursuant to the Agreement and Plan of Merger dated as of October 18, 2020 (the "Merger Agreement"), by and among Concho Resources Inc. ("Concho"), Falcon Merger Sub Corp. ("Merger Sub") and ConocoPhillips ("ConocoPhillips"), Merger Sub merged with and into Concho (the "Merger"), with Concho surviving the Merger as a wholly-owned subsidiary of ConocoPhillips. Immediately prior to the effective time of the Merger (the "Effective Time") the outstanding awards of Concho performance-based restricted stock granted to the Reporting Person on January 4, 2021 vested based on target performance. Immediately prior to the Effective Time, the outstanding awards of Concho restricted stock held by the Reporting Person vested. Concho withheld shares of its common stock that would have otherwise been issuable to the Reporting Person to satisfy Concho's tax withholding obligations in connection with the vesting of the performance-based restricted stock awards granted on January 4, 2021 and the vesting of the restricted stock awards. The number of shares of Concho common stock withheld was determined based on the high/low average share price of January 14, 2021. Pursuant to the Merger Agreement, each share of Concho common stock issued and outstanding immediately prior to the Effective Time was converted into the right to receive 1.46 shares of ConocoPhillips common stock. On January 14, 2021 (the day prior to the Merger), the closing price of one share of ConocoPhillips common stock was $47.87. /s/ Travis L. Counts, as attorney-in-fact 2021-01-20