Sierra Energy Holdings, LLC

SEC source: 0000950142-23-001786 · es230370765_4-sitio1.xml · derivative · entry 2

Source Energy Permian II, LLC · CIK 0001982242 · 10% owner

Sierra Energy Royalties, LLC · CIK 0001982173 · 10% owner

Sierra Energy Intermediate, LLC · CIK 0001982243 · 10% owner

Sierra Energy Holdings, LLC · CIK 0001982056 · 10% owner

Opps XI PVDC PT, L.P. · CIK 0001982314 · 10% owner

Oaktree Fund AIF Series (Cayman), L.P. · CIK 0001982798 · 10% owner

Oaktree AIF (Cayman) GP Ltd. · CIK 0001981946 · 10% owner

OCM FIE, LLC · CIK 0001498954 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 2,508,490

Underlying: Class A Common Stock · 2,508,490 shares

Expires not disclosed

F1 · derivative.exercise_price: On June 14, 2023, pursuant to the Contribution Agreement, dated as of June 14, 2023 (the "Contribution Agreement"), Sitio Royalties Corp. (the "Issuer") issued to (i) Source Energy Permian II, LLC ("Source") 5,610 shares of Class C Common Stock of the Issuer, par value $0.0001 per share ("Class C Common Stock") and (ii) Sierra Energy Royalties, LLC ("Sierra") 2,502,880 of Class C Common Stock.

F2 · price: The terms of the Second Amendment to Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, L.P. ("Opco") provide that, subject to certain restrictions contained therein, each holder of Opco Units (other than the Issuer) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer ("Class A Common Stock") on a one-for-one basis or, at Opco's election, an equivalent amount of cash. The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.

F2 · derivative.exercise_date: The terms of the Second Amendment to Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, L.P. ("Opco") provide that, subject to certain restrictions contained therein, each holder of Opco Units (other than the Issuer) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer ("Class A Common Stock") on a one-for-one basis or, at Opco's election, an equivalent amount of cash. The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.

F2 · derivative.expiration_date: The terms of the Second Amendment to Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, L.P. ("Opco") provide that, subject to certain restrictions contained therein, each holder of Opco Units (other than the Issuer) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer ("Class A Common Stock") on a one-for-one basis or, at Opco's election, an equivalent amount of cash. The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.

F3 · ownership.nature: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) Source, as the direct holder of securities, (ii) Sierra, as the direct holder of securities, (iii) Sierra Energy Intermediate, LLC ("Sierra Intermediate") in its capacity as the sole member of Source and the sole member of Sierra, (iv) Sierra Energy Holdings, LLC ("Sierra Holdings"), in its capacity as the sole member of Sierra Intermediate, (v) Opps XI PVDC PT, L.P. ("Opps XI"), in its capacity as the majority equity holder of Sierra Holdings, (vi) Oaktree Fund AIF Series (Cayman), L.P. ("Oaktree Fund AIF Series"), in its capacity as the general partner of Opps XI, (vii) Oaktree AIF (Cayman) GP Ltd. ("Oaktree AIF"), in its capacity as the general partner of Oaktree Fund AIF Series, (viii) OCM FIE, LLC ("FIE"), as the direct holder of securities, (ix) Oaktree Capital Management, L.P. ("Management"), in its capacity as the director of Oaktree AIF GP (cont'd in FN 4),

F4 · ownership.nature: (cont'd from FN 3) and the managing member of FIE, (x) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xi) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xii) Source Energy Partners, LLC ("Source Energy"), as the direct holder of securities, (xiii) OCM Source Holdings, L.P. ("OCM Source"), in its capacity as the sole owner of Series A Units of Source Energy, (ix) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of OCM Source, (xv) Oaktree Fund GP I, L.P. ("GP I"), in its capacity as the managing member of Fund GP, (xvi) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of GP I, (xvii) OCM Holdings I, LLC ("Holdings I"), in its capacity as the (cont'd in FN 5)

F5 · ownership.nature: (cont'd from FN 4) general partner of Capital I, (xviii) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (xix) Oaktree Capital Group, LLC ("OCG"), in its capacity as the managing member of Holdings, (xx) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of OCG and Atlas, (xxi) Brookfield Corporation ("Brookfield"), in its capacity as the indirect owner of the class A units of OCG, (xxii) Brookfield Asset Management ULC ("Brookfield ULC"), in its capacity as the indirect owner of the class A units of Atlas and (xxiii) BAM Partners Trust, in its capacity as the sole owner of Class B Limited Voting Shares of Brookfield.

F6 · ownership.nature: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

SEC source: 0000950142-23-001786 · es230370765_4-sitio1.xml · nonDerivative · entry 1

Source Energy Permian II, LLC · CIK 0001982242 · 10% owner

Sierra Energy Royalties, LLC · CIK 0001982173 · 10% owner

Sierra Energy Intermediate, LLC · CIK 0001982243 · 10% owner

Sierra Energy Holdings, LLC · CIK 0001982056 · 10% owner

Opps XI PVDC PT, L.P. · CIK 0001982314 · 10% owner

Oaktree Fund AIF Series (Cayman), L.P. · CIK 0001982798 · 10% owner

Oaktree AIF (Cayman) GP Ltd. · CIK 0001981946 · 10% owner

OCM FIE, LLC · CIK 0001498954 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 15,443,610

F1 · price: On June 14, 2023, pursuant to the Contribution Agreement, dated as of June 14, 2023 (the "Contribution Agreement"), Sitio Royalties Corp. (the "Issuer") issued to (i) Source Energy Permian II, LLC ("Source") 5,610 shares of Class C Common Stock of the Issuer, par value $0.0001 per share ("Class C Common Stock") and (ii) Sierra Energy Royalties, LLC ("Sierra") 2,502,880 of Class C Common Stock.

F1 · balance_after: On June 14, 2023, pursuant to the Contribution Agreement, dated as of June 14, 2023 (the "Contribution Agreement"), Sitio Royalties Corp. (the "Issuer") issued to (i) Source Energy Permian II, LLC ("Source") 5,610 shares of Class C Common Stock of the Issuer, par value $0.0001 per share ("Class C Common Stock") and (ii) Sierra Energy Royalties, LLC ("Sierra") 2,502,880 of Class C Common Stock.

F3 · ownership.direct: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) Source, as the direct holder of securities, (ii) Sierra, as the direct holder of securities, (iii) Sierra Energy Intermediate, LLC ("Sierra Intermediate") in its capacity as the sole member of Source and the sole member of Sierra, (iv) Sierra Energy Holdings, LLC ("Sierra Holdings"), in its capacity as the sole member of Sierra Intermediate, (v) Opps XI PVDC PT, L.P. ("Opps XI"), in its capacity as the majority equity holder of Sierra Holdings, (vi) Oaktree Fund AIF Series (Cayman), L.P. ("Oaktree Fund AIF Series"), in its capacity as the general partner of Opps XI, (vii) Oaktree AIF (Cayman) GP Ltd. ("Oaktree AIF"), in its capacity as the general partner of Oaktree Fund AIF Series, (viii) OCM FIE, LLC ("FIE"), as the direct holder of securities, (ix) Oaktree Capital Management, L.P. ("Management"), in its capacity as the director of Oaktree AIF GP (cont'd in FN 4),

F4 · ownership.direct: (cont'd from FN 3) and the managing member of FIE, (x) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xi) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xii) Source Energy Partners, LLC ("Source Energy"), as the direct holder of securities, (xiii) OCM Source Holdings, L.P. ("OCM Source"), in its capacity as the sole owner of Series A Units of Source Energy, (ix) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of OCM Source, (xv) Oaktree Fund GP I, L.P. ("GP I"), in its capacity as the managing member of Fund GP, (xvi) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of GP I, (xvii) OCM Holdings I, LLC ("Holdings I"), in its capacity as the (cont'd in FN 5)

F5 · ownership.direct: (cont'd from FN 4) general partner of Capital I, (xviii) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (xix) Oaktree Capital Group, LLC ("OCG"), in its capacity as the managing member of Holdings, (xx) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of OCG and Atlas, (xxi) Brookfield Corporation ("Brookfield"), in its capacity as the indirect owner of the class A units of OCG, (xxii) Brookfield Asset Management ULC ("Brookfield ULC"), in its capacity as the indirect owner of the class A units of Atlas and (xxiii) BAM Partners Trust, in its capacity as the sole owner of Class B Limited Voting Shares of Brookfield.

F6 · ownership.direct: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.