SEC FORM 4

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^*

Rimer Charles J.

(Last)

(First)

(Middle)

1700 LINCOLN STREET, SUITE 4700

(Street)

DENVER

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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2022

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)
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)

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)
Restricted Stock Units - Extended Vesting 2021	⁽¹⁾	03/15/2022		A		103⁽²⁾		⁽¹⁾	⁽¹⁾	Common Stock	103	$0.00	33,111	D
Restricted Stock Units 2021	⁽³⁾	03/15/2022		A		51⁽²⁾		⁽³⁾	⁽³⁾	Common Stock	51	$0.00	16,272	D
Performance Share Units (Absolute) 2021	⁽⁴⁾	03/15/2022		A		57⁽²⁾		⁽⁴⁾	⁽⁴⁾	Common Stock	57	$0.00	18,305	D
Performance Share Units (Relative) 2021	⁽⁵⁾	03/15/2022		A		57⁽²⁾		⁽⁵⁾	⁽⁵⁾	Common Stock	57	$0.00	18,305	D
Restricted Stock Units 2022	⁽⁶⁾	03/15/2022		A		25⁽²⁾		⁽⁶⁾	⁽⁶⁾	Common Stock	25	$0.00	8,182	D
Performance Share Units (Absolute) 2022	⁽⁴⁾	03/15/2022		A		19⁽²⁾		⁽⁴⁾	⁽⁴⁾	Common Stock	19	$0.00	6,136	D
Performance Share Units (Relative) 2022	⁽⁵⁾	03/15/2022		A		19⁽²⁾		⁽⁵⁾	⁽⁵⁾	Common Stock	19	$0.00	6,136	D

Explanation of Responses:

1. Each extended vesting restricted stock unit represents a right to receive one share of the Company's common stock. The restricted stock units will vest on the fifth anniversary of the grant date subject to continued employment.

2. Represents an increase in the securities underlying the equity award as a result of a dividend paid on the Company's common stock which entitles this award to receive dividend equivalents subject to the terms of the underlying award.

3. Each restricted stock unit represents a right to receive one share of the Company's common stock. The restricted stock units will vest in approximately three equal annual installments beginning on the first anniversary of the grant date subject to continued employment. The first tranche of the grant originally made on February 2, 2021 vested on February 2, 2022.

4. Each absolute TSR performance share unit represents a contingent right to receive 0-200% of that number in shares of Company common stock. The amount reported represents the "target" number. The absolute TSR performance share units will vest upon continued employment and achievement of specified metrics as described in the related grant agreement.

5. Each relative TSR performance share unit represents a contingent right to receive 0-200% of that number in shares of Company common stock. The amount reported represents the "target" number. The relative TSR performance share units will vest upon continued employment and achievement of specified metrics as described in the related grant agreement.

6. Each restricted stock unit represents a right to receive one share of the Company's common stock. The restricted stock units will vest in approximately three equal annual installments beginning on the first anniversary of the grant date subject to continued employment.

Remarks:

	/s /M. Scott Regan, Attorney-in-Fact for Rimer Charles J.	03/17/2022
	** 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).
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