SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Barnes Robert A.

(Last)

(First)

(Middle)

9200 OAKDALE AVENUE

SUITE 900

(Street)

LOS ANGELES

91311

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
California Resources Corp [ CRC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP - Operations

3. Date of Earliest Transaction (Month/Day/Year)
07/08/2016

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $0.01 par value	07/08/2016		M		159	A⁽¹⁾	$0⁽¹⁾	1,296.1⁽¹⁾	I	By wife
Common Stock, $0.01 par value	07/08/2016		D		79	D	$12.34	1,217.1	I	By wife
Common Stock, $0.01 par value	07/08/2016		F		35	D	$12.34	1,182.1	I	By wife
Common Stock, $0.01 par value	07/09/2016		M		159	A⁽²⁾	$0⁽²⁾	1,341.1⁽²⁾	I	By wife
Common Stock, $0.01 par value	07/09/2016		D		79	D	$12.34	1,262.1	I	By wife
Common Stock, $0.01 par value	07/09/2016		F		35	D	$12.34	1,227.1	I	By wife

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Long-Term Incentive Award (Right to Buy)	$0.0⁽¹⁾	07/08/2016		M			159	07/08/2016	07/08/2016	Common Stock	159	$0⁽¹⁾	159	I	By wife
Long-Term Incentive Award (Right to Buy)	$0.0⁽²⁾	07/09/2016		M			159	07/09/2016	07/09/2016	Common Stock	159	$0⁽²⁾	0	I	By wife
Phantom Stock Unit⁽³⁾	⁽³⁾	08/05/2015		A		953		⁽³⁾	08/04/2018	Common Stock	953	$0	953	I	By wife

Explanation of Responses:

1. Reflects the vesting of one-third of 477 (post-split) long-term incentive units granted July 9, 2014, which were converted in the spin-off of California Resources Corporation (CRC) from Occidental Petroleum Corporation (OXY) in a manner intended to preserve the pre-spin off value of the units. Each unit was the equivalent of one share of CRC's common stock. The award pays out 50% in stock and 50% in cash. Includes 500 shares acquired under CRC's 2014 Employee Stock Purchase Plan on March 31, 2016 and June 30, 2016 (250 shares on each date).

2. Reflects the vesting of remaining one-half of 318 (post-split) long-term incentive units granted July 10, 2013, which were converted in the spin-off CRC from Oxy in a manner intended to preserve the pre-spin off value of the units. Each unit was the equivalent of one share of CRC's common stock. The award pays out in 50% in stock and 50% in cash.

3. Each of the Phantom Stock Units (PSUs) is the economic equivalent of one share of CRC Common Stock. The PSUs will vest in three (3) equal annual installments on August 4, 2016, 2017 and 2018.

Remarks:

	/s/ Kendrick F. Royer, Attorney-in Fact for Robert A. Barnes	07/12/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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