X0306 4 2016-09-01 0 0001397516 REX ENERGY CORP REXX 0001209859 LOMBARDI JOHN A C/O REX ENERGY CORPORATION 366 WALKER DRIVE STATE COLLEGE PA 16801 1 0 0 0 Common Stock 2016-09-01 4 M 0 2905 0.00 A 80093 D Common Stock 2016-09-01 4 D 0 2905 0.00 D 77188 D Common Stock 2016-09-01 4 M 0 4915 0.00 A 77188 D Common Stock 2016-09-01 4 D 0 4915 0.00 D 72273 D Phantom Stock 2016-09-01 4 M 0 2905 0.58 D 2016-09-01 2016-09-01 Common Stock 2905 18331 D Phantom Stock 2016-09-01 4 M 0 4915 0.58 D 2016-09-01 2016-09-01 Common Stock 4915 13416 D This filing represents the deemed conversion of phantom stock into cash. On September 1, 2016, the reporting person had an award of phantom stock that vested in accordance with the provisions in a grant made on December 15,2014. Each share of phantom stock was the economic equivalent of one share of REXX common stock. The phantom shares were settled in cash valued at $.58 per share, based on the market closing price on August 31, 2016. No shares were actually issued, converted, or sold in connection with this transaction. This filing represents the deemed conversion of phantom stock into cash. On September 1, 2016, the reporting person had an award of phantom stock that vested in accordance with the provisions in a grant made on October 1, 2015. Each share of phantom stock was the economic equivalent of one share of REXX common stock. The phantom shares were settled in cash valued at $.58 per share, based on the market closing price on August 31, 2016. No shares were actually issued, converted, or sold in connection with this transaction. Jennifer L. McDonough, on behalf of John A. Lombardi 2016-09-06