Form Type: 4

SEC EDGAR Link
Accession Number:0001358071-21-000061
Date:2021-01-15
Issuer: CONCHO RESOURCES INC (CXO)
Original Submission Date:

Reporting Person:

KIDWELL SCOTT
ONE CONCHO CENTER
600 W. ILLINOIS AVENUE MIDLAND, TX 79701

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2021-01-15 A 10,731 a $0.00 32,206 direct
COMMON STOCK 2021-01-15 F 10,663 d $69.35 21,543 direct
COMMON STOCK 2021-01-15 D 21,543 d $0.00 0 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
Footnotes
IDfootnote
f1 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.
f2 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.
f3 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.

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