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*
ANDRICH LYNE B

(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)
09/01/2020
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 09/01/2020 D(1)(2) 10,765 D (1)(2) 0.00 D
Common Stock 09/01/2020 A(1)(3) 144 A (1)(3) 144 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
Warrants (Right to Buy) $83.45 09/01/2020 A(1)(4) 282 (4) 09/01/2025 Common Stock 282 (1)(4) 282 D
Warrants (Right to buy) $73.44 09/01/2020 A(1)(5) 563 (5) 09/01/2024 Common Stock 563 (1)(5) 563 D
Explanation of Responses:
1. On April 1, 2020, Whiting Petroleum Corporation (the "Issuer") and certain of its subsidiaries (together with the Issuer, the "Company") commenced voluntary cases under chapter 11 of the United States Bankruptcy Code in the United State Bankruptcy Court for the Southern District of Texas (the "Bankruptcy Court"). On August 14, 2020, the Bankruptcy Court entered an order confirming the Joint Chapter 11 Plan of Reorganization of Whiting Petroleum Corporation and its Debtor Affiliates (as amended, modified or supplemented from time to time, the "Plan"). On September 1, 2020 (the "Effective Date"), the Plan became effective in accordance with its terms and the Company emerged from chapter 11.
2. On the Effective Date, all outstanding shares of the Issuer's common stock ("Old Common Stock") were cancelled and extinguished in accordance with the Plan approved by the Bankruptcy Court.
3. On the Effective Date, new shares of the Issuer's common stock ("New Common Stock") were issued to the Reporting Person pursuant to the Plan in exchange for Old Common Stock held by the Reporting Person on the Effective Date at an effective exchange ratio of 0.0133557960 of a share of New Common Stock for each share of Old Common Stock. The receipt of shares of New Common Stock was involuntary, without additional consideration and in accordance with the Plan approved by the Bankruptcy Court.
4. On the Effective Date, the Reporting Person also received Series B Warrants to purchase shares of New Common Stock in exchange for Old Common Stock held by the Reporting Person on the Effective Date at an effective exchange ratio of 0.0261878353 of a Series B Warrant for each share of Old Common Stock. The Series B Warrants are exercisable for one share of New Common Stock from the date of issuance until 5:00 p.m., New York time, on the expiration date. The receipt of Series B Warrants was involuntary, without additional consideration and in accordance with the Plan approved by the Bankruptcy Court.
5. On the Effective Date, the Reporting Person also received Series A Warrants to purchase shares of New Common Stock in exchange for Old Common Stock held by the Reporting Person on the Effective Date at an effective exchange ratio of 0.0523756707 of a Series A Warrant for each share of Old Common Stock. The Series A Warrants are exercisable for one share of New Common Stock from the date of issuance until 5:00 p.m., New York time, on the expiration date. The receipt of Series A Warrants was involuntary, without additional consideration and in accordance with the Plan approved by the Bankruptcy Court.
Remarks:
/s/ Bruce R. DeBoer, Attorney-in-Fact for Andrich Lyne B 09/03/2020
** 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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POWER OF ATTORNEY
     Know all by these presents, that, for good and
valuable consideration, the sufficiency and receipt of
which are hereby acknowledged, the undersigned hereby
constitutes and appoints each of Bruce R. DeBoer and
Correne S. Loemer, and any of their substitutes, signing
singly, the undersigned's true and lawful attorney-in-
fact to:
     (I) execute for and on behalf of the undersigned
(in accordance with Section 16(a) ofthe Securities
and Exchange Act of 1934, as amended, and the rules
thereunder (the "Exchange Act")), in the
undersigned's capacity as an officer and/or director
of Whiting Petroleum Corporation, a Delaware
corporation (the "Company"), any and all Forms 3, 4
and/or 5, and any amendments thereto, that are
necessary or advisable for the undersigned to file
under Section 16(a) (collectively, "Documents ");
     (2)	do and perform any and all acts for and on
behalf of the undersigned that may be necessary or
desirable to complete and execute any such Documents
and timely file such Documents with the United
States Securities and Exchange Commission and any
stock exchange or similar authority; and
     (3)	take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of
such attorney-in-fact, may be of benefit to, in the
best interest of, or legally required by, the
undersigned, it being understood that the documents
executed by such attorneyin-fact on behalf of the
undersigned pursuant to this Power of Attorney shall
be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in
such attorney-infact's discretion.
     The undersigned hereby grants to each such attorney-
in-fact full power and authority to do and perform any
and every act and thing whatsoever requisite, necessary
or proper to be done in the exercise of any of the
rights and powers herein granted, as fully to all
intents and purposes as the undersigned might or could
do if personally present, with full power of
substitution or revocation, hereby ratifying and
confirming all that each such attorney-in-fact (or such
attorney-in-fact's substitute or substitutes) shall
lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted.
The undersigned acknowledges that each attorney-in-fact,
in serving in such capacity at the request of the
undersigned, is not assuming, nor is such attorney-in-
fact's substitute or substitutes or the Company
assuming, any of the undersigned's responsibilities to
comply with the Exchange Act. The undersigned agrees to
defend and hold harmless each attorney-in-fact (and such
attorney-in-fact's  substitute or substitutes) from and
against any and all loss, damage or liability that such
attorney-in-fact may sustain as a result of any action
taken in good faith hereunder.
     This Power of Attorney shall remain in full force
and effect until the undersigned is no longer required
to file Documents with respect to the undersigned's
holdings of and transactions in securities issued by the
Company, unless earlier revoked by the undersigned in a
signed writing delivered to each of the foregoing
attorneys-in-fact.
     IN WITNESS WHEREOF, the undersigned has caused this
Power of Attorney to be executed as of this I st day of
September, 2019.