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US ENERGY CORP Director's Dealing 2015

Feb 2, 2015

34687_dirs_2015-02-02_4047e21c-a920-422b-8f9d-c566e44301de.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: US ENERGY CORP (USEG)
CIK: 0000101594
Period of Report: 2015-01-29

Reporting Person: LARSEN KEITH G (Director, CHAIRMAN & CEO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-01-29 Common Stock A 18238 $1.48 Acquired 140889 Indirect
2015-01-29 Common Stock J 38879 $1.48 Acquired 277619 Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 576031 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Option (Right to Buy) $1.50 2025-01-01 Common Stock (100000) 100000 Direct
Stock Option (Right to Buy) $2.08 2023-06-30 Common Stock (65000) 65000 Direct
Stock Option (Right to Buy) $2.52 2018-09-21 Common Stock (75000) 75000 Direct
Stock Options (Right to Buy) $4.97 2017-07-26 Common Stock (150000) 150000 Direct
Stock Options (Right to Buy) $3.86 2015-10-13 Common Stock (100000) 100000 Direct

Footnotes

F1: Shares issued in the U.S. Energy Corp. Employee Stock Ownership Plan (the 'ESOP') in an account established for the benefit of the Reporting Person.

F2: Shares held in the U.S. Energy Corp. Employee Stock Ownership Plan (the 'ESOP') in an account established for the benefit of the Reporting Person.

F3: Shares issued to be held in ESOP accounts established for the benefit of members of the Reporting Persons 'Immediate Family', as that term is defined in Rule 16a-1(e), in accordance with Rule 16a-8(b)(2).

F4: Includes shares held in ESOP accounts established to benefit members of the Reporting Persons 'Immediate Family', as that term is defined in Rule 16a-1(e), in accordance with Rule 16a-8(b)(2).

F5: Stock options granted under the Issuer's 2012 Equity Plan which vest in three (3) equal annual installments beginning one year from the grant date.

F6: Stock options granted under the Issuer's 2001 Incentive Stock Option Plan which vest in three (3) equal annual installments beginning September 22, 2009.

F7: Stock options granted under the Issuer's 2001 Incentive Stock Option Plan with a 5 year vesting schedule and exempt under Rule 16b-3.

F8: Includes stock options granted under the Issuer's 2001 Incentive Stock Option Plan and exempt under Rule 16b-3.