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    SEC Form 4: Cunningham Susan M returned 12,297 shares to the company, closing all direct ownership in the company

    7/5/22 4:30:48 PM ET
    $WLL
    Oil & Gas Production
    Energy
    Get the next $WLL alert in real time by email
    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
    OMB APPROVAL
    OMB Number: 3235-0287
    Estimated average burden
    hours per response: 0.5
    X
    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*
    CUNNINGHAM SUSAN M

    (Last) (First) (Middle)
    1700 LINCOLN STREET
    SUITE 4700

    (Street)
    DENVER CO 80203

    (City) (State) (Zip)
    2. Issuer Name and Ticker or Trading Symbol
    WHITING PETROLEUM CORP [ WLL ]
    5. Relationship of Reporting Person(s) to Issuer
    (Check all applicable)
    X Director 10% Owner
    Officer (give title below) Other (specify below)
    3. Date of Earliest Transaction (Month/Day/Year)
    07/01/2022
    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)
    Code V Amount (A) or (D) Price
    Common Stock, par value $0.001 per share ("Common Stock") 07/01/2022 D(1) 12,297 D (1) 0 D
    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)
    Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
    Explanation of Responses:
    1. This Form 4 reports securities disposed of in connection with the Agreement and Plan of Merger, dated March 7, 2022 (the "Merger Agreement"), by and among Oasis Petroleum Inc. ("Oasis"), Ohm Merger Sub Inc., a wholly owned subsidiary of Oasis ("Merger Sub"), New Ohm LLC, a wholly owned subsidiary of Oasis ("LLC Sub"), and Whiting Petroleum Corporation ("Whiting"). Pursuant to the Merger Agreement, on July 1, 2022 (the "Effective Time"), Merger Sub merged with and into Whiting, with Whiting surviving as a wholly owned subsidiary of Oasis. Pursuant to the Merger Agreement, each outstanding restricted stock unit ("RSU") held by the Reporting Person vested immediately prior to the Effective Time and, at the Effective Time, each share of Common Stock was canceled in exchange for the right to receive 0.5774 shares of common stock of Oasis and $6.25 in cash. The Merger Agreement was filed by Whiting on March 7, 2022, as Exhibit 2.1 to its Current Report on Form 8-K.
    Remarks:
    By virtue of the Merger Agreement, the Reporting Person has ceased being a Section 16 director of Whiting.
    /s /M. Scott Regan, Attorney-in-Fact for Cunningham Susan M. 07/05/2022
    ** 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.
    Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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