As filed with the Securities and Exchange Commission on May 25, 2016

Registration No. 333-        

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM S-8

REGISTRATION STATEMENT

UNDER THE SECURITIES ACT OF 1933

LAREDO PETROLEUM, INC.

(Exact name of registrant as specified in its charter)

15 W. Sixth Street, Suite 900

Tulsa, Oklahoma 74119

(918) 513-4570

(Address of principal executive offices, including zip code)

Laredo Petroleum, Inc. Omnibus Equity Incentive Plan

(Full title of the plan)

Kenneth E. Dornblaser

Senior Vice President & General Counsel

15 W. Sixth Street, Suite 900

Tulsa, Oklahoma 74119

(918) 513-4570

(Telephone number, including area code, of agent for service)

Copies to:

Christine B. LaFollette

Akin Gump Strauss Hauer & Feld LLP

1111 Louisiana Street, 44th Floor

Houston, Texas 77002

(713) 220-5800

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

CALCULATION OF REGISTRATION FEE

EXPLANATORY NOTE

On May 25, 2016, the stockholders of Laredo Petroleum, Inc. (the “Company”) approved the Laredo Petroleum, Inc. Omnibus Equity Incentive Plan, as amended and restated as of March 30, 2016 (as so amended and restated, the “Plan”), which, among other things, increased the number of shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), available for awards pursuant to the Plan by 14,350,000 shares (the “Additional Plan Shares”) from 10,000,000 shares (the “Original Plan Shares”) to 24,350,000 shares of Common Stock.

The Company registered the Original Plan Shares for issuance in connection with awards pursuant to the Plan on a Registration Statement on Form S-8 (File No. 333-178828) filed with the Securities and Exchange Commission (the “Commission”) on December 30, 2011 (the “Original Registration Statement”).  The Company is filing this Registration Statement on Form S-8 to register the Additional Plan Shares, consisting of 14,350,000 shares of Common Stock, as a result of the amendment of the predecessor of the Plan as described above and the increase in the number of shares of Common Stock available for awards pursuant to the Plan.

In accordance with Instruction E of the General Instructions to Form S-8, the contents of the Original Registration Statement filed by the Company with the Commission on December 30, 2011 are hereby incorporated by reference.

PART II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.                   Incorporation of Documents by Reference.

Except to the extent that information is deemed furnished and not filed pursuant to securities laws and regulations, the Company hereby incorporates by reference into this Registration Statement the following documents:

(a)         the Company’s Annual Report on Form 10-K (File No. 001-35380) for the year ended December 31, 2015, filed on February 17, 2016 (the “2015 Annual Report”);

(b)         all other reports filed with the Commission by the Company pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), since the end of the fiscal year covered by the 2015 Annual Report, including:

(1)                                   the Company’s Quarterly Report on Form 10-Q (File No. 001-35380) for the quarter ended March 31, 2016, filed on May 5, 2016; and

(2)                                   the Company’s Current Reports on Form 8-K (File No. 001-35380) filed on January 19, 2016, May 12, 2016, May 18, 2016 and May 25, 2016; and

(c)          the description of the Common Stock contained in the Company’s Registration Statement on Form 8-A12B/A filed with the Commission on January 7, 2014, pursuant to Section 12 of the Exchange Act, which in turn incorporates by reference the description contained in the Company’s prospectus, dated December 14, 2011, filed pursuant to Rule 424(b) under the Securities Act on December 15, 2011, relating to the Company’s Registration Statement on Form S-1 (File No. 333-176439), including any subsequently filed amendments and reports updating such description.

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Except to the extent that information is deemed furnished and not filed pursuant to securities laws and regulations, all documents filed by the Company pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act subsequent to the date of this Registration Statement and prior to the filing of a post-effective amendment that indicates that all securities offered have been sold or that deregisters all securities then remaining unsold shall also be deemed to be incorporated by reference herein and to be a part hereof from the dates of filing of such documents.  Any statement contained in a document incorporated or deemed to be incorporated by reference herein shall be deemed to be modified or superseded for purposes of this Registration Statement to the extent that a statement contained herein or in any other subsequently filed document which also is or is deemed to be incorporated by reference herein modifies or supersedes such statement.  Any statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this Registration Statement.

Item 5.                   Interests of Named Experts and Counsel.

The validity of the securities registered hereby has been passed upon by Kenneth E. Dornblaser, the Company’s Senior Vice President and General Counsel. Effective as of May 25, 2016, Mr. Dornblaser owned 134,802 shares of Common Stock, 85,314 of which are subject to forfeiture and vesting requirements.

Item 8.                   Exhibits.

Unless otherwise indicated below as being incorporated by reference to another filing of the Company with the Commission, each of the following exhibits is filed herewith:

EXHIBIT INDEX

*              Filed herewith.

#              Compensatory plan, contract or arrangement.

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SIGNATURES

Pursuant to the requirements of the Securities Act, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Tulsa, State of Oklahoma on May 25, 2016.

POWER OF ATTORNEY

Each person whose signature appears below hereby authorizes and appoints Randy A. Foutch, Richard C. Buterbaugh and Kenneth E. Dornblaser, and each of them, severally, any of whom may act without joinder of the other, as his true and lawful attorneys-in-fact and agents, with full power of substitution and re-substitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments (including pre- and post-effective amendments) to this Registration Statement on Form S-8 and any additional registration statement pursuant to Rule 462(b) under the Securities Act, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he might or would do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or his or their substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Act, this Registration Statement has been signed by the following persons in the capacities and on the date presented.  This Power of Attorney may be executed in multiple counterparts, each of which shall be deemed an original, but which taken together shall constitute one instrument.

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5

EXHIBIT INDEX

*              Filed herewith.

#              Compensatory plan, contract or arrangement.

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Exhibit 5.1

15 West 6th Street, Suite, 900 · Tulsa, Oklahoma  74119 · (918) 513-4570 · Fax: (918) 513-4571

www.laredopetro.com

May 25, 2016

Laredo Petroleum, Inc.

15 W. Sixth Street, Suite 900

Tulsa, Oklahoma 74119

Re:          Laredo Petroleum, Inc.

Registration Statement on Form S-8

Ladies and Gentlemen:

I am Senior Vice President and General Counsel to Laredo Petroleum, Inc., a Delaware corporation (the “Company”).  In that capacity, I have acted as counsel for the Company in connection with a Registration Statement on Form S-8 of the Company (the “Registration Statement”), being filed on the date hereof with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Act”), relating to the proposed issuance of up to 14,350,000 shares (the “Shares”) of the Company’s common stock, par value $0.01 per share (“Common Stock”), authorized for issuance pursuant to the Company’s Omnibus Equity Incentive Plan, as amended and restated as of March 30, 2016 (as so amended and restated, the “Plan”).  This opinion letter is being furnished in accordance with the requirements of Item 601(b)(5) of Regulation S-K under the Act.

I have examined originals or certified copies of such corporate records of the Company and other certificates and documents of officials of the Company, public officials and others as I have deemed appropriate for purposes of this letter.  I have assumed the genuineness of all signatures, the legal capacity of all natural persons, the authenticity of all documents submitted to me as originals, and the conformity to authentic original documents of all copies submitted to me as conformed, certified or reproduced copies.  I have also assumed that (i) upon issuance, the certificates for the Shares will conform to the specimen thereof filed as an exhibit to the Registration Statement and will have been duly countersigned by the transfer agent and duly registered by the registrar for the Common Stock or, if uncertificated, valid book-entry notations for the issuance of the Shares in uncertificated form will have been duly made in the share register of the Company, (ii) each award agreement setting forth the terms of each award granted pursuant to the Plan is consistent with the Plan and has been duly authorized and validly executed and delivered by the parties thereto, (iii) at the time of each issuance of Shares, there will be sufficient shares of Common Stock authorized for issuance under the Company’s amended and restated certificate of incorporation that have not otherwise been issued or reserved or committed for issuance and (iv) the price per share paid for Shares issued pursuant to the Plan is not less than the par value of the Shares.  As to various questions of fact relevant to this letter, I have relied, without independent investigation, upon certificates of public officials and certificates of officers of the Company, all of which I assume to be true, correct and complete.

Based upon the foregoing, and subject to the assumptions, exceptions, qualifications and limitations stated herein, I am of the opinion that when the Shares have been issued and delivered upon payment therefor in accordance with the terms of the Plan and applicable award agreement, the Shares will be duly authorized, validly issued, fully paid and non-assessable.

The opinions and other matters in this letter are qualified in their entirety and subject to the following:

A.            I express no opinion as to the laws of any jurisdiction other than the General Corporation Law of the State of Delaware.

B.            This opinion letter is limited to the matters expressly stated herein and no opinion is to be inferred or implied beyond the opinion expressly set forth herein.  I undertake no, and hereby disclaim any, obligation to make any inquiry after the date hereof or to advise you of any changes in any matter set forth herein, whether based on a change in the law, a change in any fact relating to the Company or any other person or any other circumstance.

I hereby consent to the filing of this opinion as an exhibit to the Registration Statement.  In giving this consent, I do not thereby admit that I am within the category of persons whose consent is required under Section 7 of the Act and the rules and regulations thereunder.

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Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We have issued our reports dated February 17, 2016 with respect to the consolidated financial statements and internal control over financial reporting of Laredo Petroleum, Inc. included in the Annual Report on Form 10-K for the year ended December 31, 2015, which are incorporated by reference in this Registration Statement. We consent to the incorporation by reference of the aforementioned reports in this Registration Statement.

/s/ GRANT THORNTON LLP

Tulsa, Oklahoma

May 25, 2016

Exhibit 23.2

CONSENT OF INDEPENDENT PETROLEUM ENGINEERS

Ryder Scott Company, L.P. hereby consents to the incorporation by reference in this Registration Statement on Form S-8 and any amendments thereto pertaining to the Laredo Petroleum, Inc. Omnibus Equity Incentive Plan, as amended and restated as of March 30, 2016, of its reports regarding those quantities estimated by Ryder Scott of proved reserves of Laredo Petroleum, Inc. and its subsidiaries, the future net revenues from those reserves and their present value for the years ended December 31, 2015, 2014 and 2013.  Ryder Scott Company, L.P. further consents to the reference to this firm under the heading “Experts” in such Registration Statement and related prospectus.

Houston, Texas

May 25, 2016