X0306 4 2016-01-11 0 0000077877 PDC ENERGY, INC. PDCE 0001374254 Amidon Daniel Willson 1775 SHERMAN STREET, SUITE 3000 DENVER CO 80203 0 1 0 0 Sr. VP, General Counsel & Sec. Common Stock 2016-01-11 4 M 0 9640 A 72303 D Common Stock 2016-01-11 4 F 0 3177 51.63 D 69126 D Common Stock 2016-01-11 4 A 0 9123 0.00 A 78249 D Performance Share Rights 2016-01-11 4 M 0 4820 D 2015-12-31 Common Stock 4820 0 D Stock Appreciation Rights 51.63 2016-01-11 4 A 0 8690 0.00 A 2026-01-11 Common Stock 8690 8690 D Performance Share Units 2016-01-11 4 A 0 3594 0.00 A 2018-12-31 Common Stock 3594 3594 D Each performance share/right represented a contingent right to receive shares of Company stock upon achievement of specified minimum thresholds of total shareholder return (TSR) compared to certain peers measured in December of 2015, as described in the related grant agreement. Shares granted represented a 200% payout on previously awarded performance shares/rights. Represents shares of common stock surrendered to issuer to cover tax withholding obligation of the reporting person upon vesting of shares of restricted stock pursuant to time-based vesting. The restricted stock units vest in three pro rata installments on December 29, 2016, December 28, 2017, and January 11, 2019. The Stock Appreciation Rights ("SARs") become exercisable in three pro rata installments on December 29, 2016, December 28, 2017, and January 11, 2019. The reporting person also holds additional previously awarded SARs subject to different vesting, exercise price and other criteria. 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 shares units vest upon continued employment and achievement of specified thresholds of total shareholder return (TSR) compared to certain peers, as measured on December of 2018 and as described in the related grant agreement. Participant also holds additional previously awarded performance shares/rights and performance share units, all subject to different future vesting and performance criteria. /s/Daniel Willson Amidon 2016-01-13