UNITED STATES

SECURITIES
AND EXCHANGE COMMISSION

WASHINGTON,
D.C. 20549

Form 40-F



| ̈Registration statement pursuant to Section 12 of the Securities Exchange Act of 1934; or
|-----------------------------------------------------------------------------------------
|þAnnual report pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 







For the fiscal
year ended: December 31, 2016

Commission
file number: No. 0-50832

Vermilion Energy
Inc.

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(Exact name of
registrant as specified in its charter)

Alberta

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(Province or other
jurisdiction of incorporation or organization)

1311

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(Primary standard
industrial classification code number)

N/A

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(I.R.S. employer
identification number)

3500, 520 –
3rd Avenue S.W.

Calgary, Alberta
T2P 0R3 Canada

(403) 269-4884

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(Address and telephone
number of registrant's principal executive office)

National Corporate
Research, Ltd.

225 West 34th
Street, Suite 910

New York, New
York 10122 U.S.A.

(212) 947-7200

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(Name, address
and telephone number of agent for service in the United States)



Securities registered pursuant to
Section 12(b) of the Act:



|Title of
    each class: | Common Shares,
    no par value (together with associated common share purchase rights) |  | Name of
    each exchange on which registered: | New York
Stock Exchange
|------------------------ | --------------------------------------------------------------------------------------- |  | ---------------------------------------------- | -----------------------



Securities registered
or to be registered pursuant to Section 12(g) of the Act: None



Securities for
which there is a reporting obligation pursuant to Section 15(d) of the Act: None



For annual reports,
indicate by check mark the information filed with this form:





|þ | Annual Information Form | þ | Audited Annual Financial Statements
|- | ----------------------- | - | -----------------------------------













Indicate the
number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered
by the annual report: 118,262,708 shares



Indicate by check
mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during
the preceding 12 months (or for such shorter period that the Registrant was required to file such reports); and (2) has been subject
to such filing requirements for the past 90 days.





|þ | Yes |  ̈ | No
|- | --- | - | --





Indicate by check
mark whether the Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data
File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding
12 months (or for such shorter period that the Registrant was required to submit and post such files).





| ̈ | Yes |  ̈ | No
|- | --- | - | --











DOCUMENTS FILED
PURSUANT TO GENERAL INSTRUCTIONS



In accordance with General Instruction
B.(3) of Form 40-F, the Registrant has filed the following documents as part of this Annual Report on Form 40-F, as set forth
in the Exhibit Index attached hereto:



Exhibit 99.1 -
Annual Information Form for the fiscal year ended December 31, 2016

Exhibit 99.2 -
Management’s Discussion and Analysis for the fiscal year ended December 31, 2016; and

Exhibit 99.3 -
Audited Annual Financial Statements for the fiscal year ended December 31, 2016



In accordance
with General Instruction D.(9) of Form 40-F, the Registrant has filed the written consent of certain experts named in the foregoing
Exhibits as Exhibit 99.5 and the written consent of its Independent Registered Public Accounting Firm as Exhibit 99.4, as set
forth in the Exhibit Index attached hereto.



DISCLOSURE
CONTROLS AND PROCEDURES



A. Evaluation of Disclosure Controls and Procedures



Vermilion Energy
Inc. (the "Registrant") maintains disclosure controls and procedures designed to ensure that information required to
be disclosed in the Registrant's filings under the Securities Exchange Act of 1934, as amended (the "Exchange Act")
is recorded, processed, summarized and reported within the time period specified in the rules and forms of the Securities and
Exchange Commission (the "Commission"). Disclosure controls and procedures include, without limitation, controls and
procedures designed to ensure that information required to be disclosed by the Registrant in the reports that it files or submits
under the Exchange Act is accumulated and communicated to the issuer's management, including its principal executive and principal
financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
The Registrant's Chief Executive Officer and Chief Financial Officer, after having evaluated the effectiveness of the Registrant's
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered
by this report have concluded that, as of such date, the Registrant's disclosure controls and procedures are effective.



B. Management’s
Annual Report on Internal Control Over Financial Reporting



See page 3 of
the 2016 Audited Financial Statements included as Exhibit 99.3 to this report.



C. Auditor
Attestation



See page 5 of
the 2016 Audited Financial Statements included as Exhibit 99.3 to this report.



D. Changes
in Internal Control Over Financial Reporting



There was no
change in the Registrant's internal control over financial reporting that occurred during the period covered by this report that
has materially affected, or is reasonably likely to materially affect, its internal control over financial reporting.











NOTICES REQUIRED
BY RULE 104 OF REGULATION BTR



None



AUDIT COMMITTEE
FINANCIAL EXPERT



The Registrant's
Board of Directors has determined that it has at least one audit committee financial expert (as such term is defined in the rules
andregulations of the Commission) serving on its Audit Committee. Catherine L. Williams has been determined to be such
audit committee financial expert and is independent (as such term is defined by the New York Stock Exchange's corporate governance
standards).



The Commission
has indicated that the designation of Catherine L. Williamsas an audit committee financial expert does not make her an
"expert" for any purpose, impose on her any duties, obligations or liability that are greater than the duties, obligations
or liability imposed on her as a member of the Audit Committee and the Board of Directors in absence of such designation, or affect
the duties, obligations or liability of any other member of the Audit Committee or Board of Directors.



CODE OF ETHICS



The Registrant
has adopted a written “code of ethics” (as that term is defined in Form 40-F) that applies to its directors, officers
and employees, including its principal executive officer, principal financial officer, principal accounting officer or controller,
and persons performing similar functions.  A copy of such code of ethics is available upon request or on the Registrant’s
website at www.vermilionenergy.com. Other than in respect of certain administrative amendments reflecting organizational
changes and changes to Vermilion’s business practices, in 2016, there were no amendments to the code of ethics or waivers,
including implicit waivers, from any provision of the code of ethics.



PRINCIPAL ACCOUNTANT
FEES AND SERVICES



See page 53 of
the Annual Information Form for the year ended December 31, 2016 included as Exhibit 99.1 to this report.

The Audit Committee
pre-approves all audit related fees. The auditors present the estimate for the annual audit related services to the Audit Committee
for approval prior to undertaking the annual audit of the financial statements.



All non-audit
fees were pre-approved by the Audit Committee and none were approved on the basis of the de minimis exemption set forth in Rule
2-01(c)(7)(i)(C) of Regulation S-X .



OFF-BALANCE
SHEET ARRANGEMENTS



The Registrant
has not entered into any off balance sheet arrangements that have or are reasonably likely to have a current or future effect
on its financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures
or capital resources that are material to investors.



TABULAR DISCLOSURE
OF CONTRACTUAL OBLIGATIONS



Payments due
by period as at December 31, 2016 (Cdn $000’s)





|($M)                                                 | Less than 1 year | 1 - 3 years | 3 - 5 years | After 5 years | Total    
|---------------------------------------------------- | ---------------- | ----------- | ----------- | ------------- | ---------
|Long-term debt                                       | -                | 1,335,600   | -           | -             | 1,335,600
|Operating lease obligations                          | 12,683           | 21,087      | 18,228      | 1,657         | 53,655   
|Ship or pay agreement relating to the Corrib project | 4,241            | 7,331       | 6,074       | 31,427        | 49,073   
|Purchase obligations                                 | 9,007            | 3,852       | 7           | -             | 12,866   
|Drilling and service agreements                      | 5,437            | 9,850       | 20,511      | 26,870        | 62,668   
|Total contractual obligations and commitments        | 31,368           | 1,377,720   | 44,820      | 59,954        | 1,513,862











IDENTIFICATION
OF THE AUDIT COMMITTEE



The Registrant’s
Board of Directors has a separately designated standing Audit Committee established in accordance with Section 3(a)(58)(A)
of the Exchange Act which satisfies the requirements of Exchange Act Rule 10A-3. The Registrant’s Audit Committee is comprised
of Catherine L. Williams (Chair), Claudio A. Ghersinich, Larry J. Macdonald and Robert Michaleski, all of whom, in the opinion
of the Registrant’s Board of Directors are independent (as determined under Rule 10A-3 of the Exchange Act and the corporate
governance standards of the NYSE) and are financially literate.



NYSE STATEMENT
OF GOVERNANCE DIFFERENCES



As a Canadian
corporation with securities listed on the Toronto Stock Exchange (“TSX”) and the New York Stock Exchange (“NYSE”),
the Registrant is required to comply with all applicable Canadian requirements adopted by the Canadian Securities Administrators
and the TSX, and applicable rules for foreign private issuers adopted by the Commission which give effect to the provisions of
the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley”).



The Registrant’s
corporate governance practices meet or exceed all applicable Canadian and Sarbanes-Oxley requirements and also incorporate many
“best practices” derived from those required to be followed by U.S. domestic companies under the NYSE listing standards.
In accordance with Section 303A.11 of the NYSE Listed Company Manual, the Registrant has prepared a summary of the significant
ways in which its corporate governance practices differ from those required to be followed by U.S. domestic companies under the
NYSE’s corporate governance standards, which is accessible on the Registrant’s website at http://www.vermilionenergy.com/about/governance.cfm.



UNDERTAKING
AND CONSENT TO SERVICE OF PROCESS

A. Undertaking



The Registrant
undertakes to make available, in person or by telephone, representatives to respond to inquiries made by the Commission staff
and to furnish promptly, when requested to do so by the Commission staff, information relating to: the securities registered pursuant
to Form 40-F; the securities in relation to which the obligation to file an annual report on Form 40-F arises; or transactions
in said securities.



B. Consent
to Service of Process



The Registrant
has previously filed with the Commission a Form F-X in connection with the class of securities in relation to which the obligation
to file this report arises.



Any change to
the name or address of the Registrant’s agent for service shall be communicated promptly to the Commission by amendment
to Form F-X referencing the file number of the Registrant.



SIGNATURES



Pursuant to the
requirements of the Exchange Act, the Registrant certifies that it meets all of the requirements for filing on Form 40-F and has
duly caused this annual report to be signed on its behalf by the undersigned, thereto duly authorized.



|                            | VERMILION
    ENERGY INC (the Registrant)                |                            
|--------------------------- | -------------------------------------------------------- | ---------------------------
|                            |                                                          |                            
|Date: February 27,
    2017 | By:                                                      | /s/
    (“Curtis W. Hicks”)
|                            | Curtis
    W. Hicks                                      |                            
|                            | Executive
    Vice President and Chief Financial Officer |                            











EXHIBIT INDEX



The following exhibits have been filed as part
of this annual report:



|Exhibits |  | Description                                                                                                                                                                        
|-------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|         |  |                                                                                                                                                                                    
|99.1     |  | Annual Information Form for the Year Ended December 31, 2016                                                                                                                       
|         |  |                                                                                                                                                                                    
|99.2     |  | Management's Discussion and Analysis from the 2016 Annual Report to Shareholders                                                                                                   
|         |  |                                                                                                                                                                                    
|99.3     |  | Audited Annual Financial Statements for the Year Ended December 31, 2016                                                                                                           
|         |  |                                                                                                                                                                                    
|99.4     |  | Consent of Independent Registered Public Accounting Firm                                                                                                                           
|         |  |                                                                                                                                                                                    
|99.5     |  | Consent of Independent Petroleum Consultants                                                                                                                                       
|         |  |                                                                                                                                                                                    
|99.6 (2) |  | Officers’ Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934                                                                        
|         |  |                                                                                                                                                                                    
|99.7 (2) |  | Officers’ Certification pursuant to Rule
    13a-14(b) or Rule 15d-14(b) of the Securities Exchange Act of 1934 andSection 1350 of Chapter 63 of Title 18 of the United States Code