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Callon Petroleum Co. – ‘8-K’ for 2/9/23

On:  Monday, 2/13/23, at 5:10pm ET   ·   For:  2/9/23   ·   Accession #:  928022-23-11   ·   File #:  1-14039

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  As Of               Filer                 Filing    For·On·As Docs:Size

 2/13/23  Callon Petroleum Co.              8-K:5,7,9   2/09/23   11:734K

Current Report   —   Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     37K 
 2: EX-99.1     Miscellaneous Exhibit                               HTML     10K 
 6: R1          Cover Page                                          HTML     48K 
 9: XML         IDEA XML File -- Filing Summary                      XML     12K 
 7: XML         XBRL Instance -- cpe-20230209_htm                    XML     22K 
 8: EXCEL       IDEA Workbook of Financial Reports                  XLSX      8K 
 4: EX-101.LAB  XBRL Labels -- cpe-20230209_lab                      XML     72K 
 5: EX-101.PRE  XBRL Presentations -- cpe-20230209_pre               XML     35K 
 3: EX-101.SCH  XBRL Schema -- cpe-20230209                          XSD     10K 
10: JSON        XBRL Instance as JSON Data -- MetaLinks               12±    18K 
11: ZIP         XBRL Zipped Folder -- 0000928022-23-000011-xbrl      Zip    202K 


‘8-K’   —   Current Report


This is an HTML Document rendered as filed.  [ Alternative Formats ]



 iX:   C:  C: 
  cpe-20230209  
 i 0000928022 i false00009280222023-02-092023-02-09

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM  i 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  i February 9, 2023
cpe-20230209_g1.jpg
 i Callon Petroleum Company
(Exact name of registrant as specified in its charter)
 i DE i 001-14039 i 64-0844345
(State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification Number)

 i One Briarlake Plaza
 i 2000 W. Sam Houston Parkway S.,  i Suite 2000
 i Houston,  i TX  i 77042
(Address of Principal Executive Offices, and Zip Code)

( i 281)  i 589-5200
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 i     Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 i     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 i     Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 i     Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
 i Common Stock, $0.01 par value i CPE i NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
 i     Emerging growth company     
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 9, 2023, L. Richard Flury, the Chair of the Board of Directors (the “Board”) of Callon Petroleum Company (the “Company”), informed the Board of his intention to retire from the Board at the conclusion of the 2023 Annual Meeting of Shareholders (“Annual Meeting”). Mr. Flury’s decision to retire from the Board was not the result of any disagreement relating to the Company’s operations, policies, or practices.
The Board has named Matthew R. Bob as Chair-elect and expects to appoint him as Chair of the Board immediately following the Annual Meeting. Mr. Bob has served as an independent director of the Company since 2014 and is currently Chair of the Board’s Compensation Committee. Mr. Bob served as President of Eagle Oil & Gas Co., an independent oil and gas company with operations in Texas, from August 2014 until his retirement in December 2022. A registered geoscientist, he is also the founder and managing member of MB Exploration, LLC, a position that he has held since 1994. Mr. Bob previously served as a director of Southcross Energy Partners, a natural gas processing and transportation company in South Texas, from January 2020 until its acquisition by Targa Resources Corp. in May 2022.
Item 7.01. Regulation FD Disclosure.
On February 13, 2023, the Company issued a press release announcing the retirement and planned succession disclosed above in Item 5.02, a copy of which is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.Description
99.1
104.1
Cover Page Interactive Data File (embedded within the Inline XBRL document).









SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Callon Petroleum Company
(Registrant)
February 13, 2023/s/ Joseph C. Gatto, Jr.
Joseph C. Gatto, Jr.
President and Chief Executive Officer



Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
Filed on:2/13/23
For Period end:2/9/23SC 13G/A
 List all Filings 


4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/16/24  APA Corp.                         424B3                  1:3.6M                                   Donnelley … Solutions/FA
 2/16/24  Callon Petroleum Co.              DEFM14A                1:3.9M                                   Donnelley … Solutions/FA
 2/13/24  APA Corp.                         S-4/A                 14:3.9M                                   Donnelley … Solutions/FA
 2/01/24  APA Corp.                         S-4         1/31/24   11:3.8M                                   Donnelley … Solutions/FA
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