Form 4: W&T Offshore CEO Tracy Krohn Reports Vesting of Restricted Stock Units and Related Share Transactions

W&T Offshore's Chairman, CEO, and President, Tracy W. Krohn, reported the vesting of 106,667 restricted stock units and the subsequent disposition of 41,974 shares for tax purposes on June 5, 2025.

Summary

• On June 5, 2025, Tracy W. Krohn, Chairman, CEO & President of W&T Offshore Inc., reported the vesting of 106,667 restricted stock units (RSUs).
• These RSUs were part of a grant issued on June 5, 2023, and this vesting represents the second tranche of a three-installment vesting schedule.
• Upon vesting, Mr. Krohn acquired 106,667 shares of common stock.
• Concurrently, 41,974 shares of common stock were disposed of at a price of $1.6 per share, likely to cover tax withholding obligations related to the RSU vesting.
• Following these transactions, Mr. Krohn's direct beneficial ownership stands at 692,742 shares of common stock.
• Additionally, Mr. Krohn indirectly beneficially owns 47,746,394 shares through various trusts (Tracy William Krohn Living Trust, Tracy William Krohn 2008 JFF Trust, and Tracy William Krohn Exempt AKF Descendant's Trust), over which he exercises sole voting and dispositive power.

Sentiment

Score: 6

Explanation: The sentiment is slightly positive as it reflects a routine executive compensation event that aligns management interests with shareholders, with no negative surprises. The sale of shares is for tax purposes, which is standard.

Positives

• The vesting of restricted stock units represents a component of executive compensation, aligning management's interests with shareholder value creation.
• The transaction is a routine part of a pre-established compensation plan, indicating stability in executive remuneration.

Negatives

• The disposition of 41,974 shares, even for tax purposes, reduces the direct shareholding of the CEO.

Risks

• No specific new risks are identified in this routine insider transaction filing.

Future Outlook

The document indicates that the restricted stock unit grant vests in three installments, implying at least one more tranche of vesting is expected in the future.

Industry Context

This transaction reflects a standard practice in executive compensation within the oil and gas industry, where restricted stock units are commonly used to incentivize and retain key management personnel by aligning their long-term interests with company performance.

Comparison to Industry Standards

• The use of restricted stock units (RSUs) as a form of executive compensation, with a multi-year vesting schedule and subsequent share disposition for tax withholding, is a common and widely accepted practice across various industries, including the energy sector.
• Companies like ExxonMobil (XOM), Chevron (CVX), and Occidental Petroleum (OXY) frequently utilize similar equity-based compensation plans for their executives to foster long-term alignment with shareholder interests.
• The specific vesting schedule and the proportion of shares sold for tax purposes are typical for such arrangements.

Related Party Transactions

• Tracy W. Krohn's indirect beneficial ownership of 47,746,394 shares is held through the Tracy William Krohn Living Trust, the Tracy William Krohn 2008 JFF Trust, and the Tracy William Krohn Exempt AKF Descendant's Trust, over which he exercises sole voting and dispositive power.

Stakeholder Impact

• Shareholders: The vesting of RSUs aligns the CEO's financial interests with the long-term performance of the company, potentially benefiting shareholders through motivated leadership.

Next Steps

• Expect future vesting events for the remaining tranche(s) of the restricted stock unit grant issued on June 5, 2023.

Key Dates

Recommendation

Keywords

W&T Offshore, WTI, Tracy W. Krohn, SEC Form 4, Insider Transaction, Restricted Stock Units, RSU Vesting, Executive Compensation, Share Ownership, Beneficial Ownership