Reported relationships
Latest disclosed role at each company.
No relationships currently tracked through insider filings.
Disclosed balances
About these balances
Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.
No balances currently tracked through insider filings.
Past disclosures · reporting ended (3)
No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.
GULFPORT ENERGY CORP
Report date May 19, 2017 · Filed May 23, 2017
Jointly reported with Vitruvian II Woodford, LLC, VANLOH S WIL JR, Vitruvian Exploration II Holdings, LLC, Vitruvian Exploration II, LLC, Q-VEX II, LP
Section 16 reporting ended · disclosed 2017-05-23. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 18,133,872 |
Reported balance
After 2017-05-19 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2017-05-19 · Other · Disposed 4,465,380 · Balance 18,133,872 F1: On May 19, 2017, pursuant to (i) the Agency and Redemption Agreement, dated as of May 18, 2017 (the "Agency Agreement"), by and among Vitruvian II Woodford, LLC, a Delaware limited liability company ( "Vitruvian"), and LG WF L.P., a Delaware limited partnership and a member of Vitruvian ("LG"), and (ii) the limited liability company agreement of Vitruvian, as amended (the "LLC Agreement"), 4,465,380 shares of common stock, par value $0.01 (the "Common Stock"), of Gulfport Energy Corporation, a Delaware corporation (the "Issuer"), were distributed to LG in redemption of certain of LG's capital interests in Vitruvian. In addition, as partial consideration for such redemption and pursuant to the Agency Agreement, LG became entitled to receive up to 1,252,865 shares of Common Stock held in a separate escrow account pursuant to the terms and conditions of the Purchase and Sale Agreement by and among the Issuer, Vitruvian and a subsidiary of the Issuer (the "Purchase Agreement"), F2: (Continued from Footnote 1) as such shares of Common Stock are released from the escrow account pursuant to the Purchase Agreement. Following these transactions, Vitruvian may be deemed to be the beneficial owner of 18,133,872 shares of Common Stock (the "Vitruvian Shares"). F3: Vitruvian is managed by its board of directors (the "Board"). QEM V, LLC ("QEM") is the sole general partner of Q-VEX II, LP ("Q-VEX"), which has the right to appoint a majority of the board of directors of Vitruvian Exploration II, LLC ("VEX"), which has the right to appoint a majority of the board of directors of Vitruvian Exploration II Holdings, LLC ("VEX Holdings"), which holds a majority of the capital interests of Vitruvian and has the right to appoint a majority of the Board (such directors, the "VEX Holdings Directors"). Certain actions of Vitruvian, including certain dispositions, require the approval of the VEX Holdings Directors. QEM, Q-VEX, VEX and VEX Holdings each disclaim beneficial ownership of the Vitruvian Shares in excess of their respective pecuniary interest in the securities. F4: Any decision taken by QEM to vote, or to direct to vote, and to dispose, or to direct the disposition of, the Vitruvian Shares has to be approved by a majority of the members of the investment committee of QEM, which majority must include S. Wil VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the Vitruvian Shares and may also be deemed to be the beneficial owner of such securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities. |
Filing footnotes · ownership attribution and instrument terms
F1: On May 19, 2017, pursuant to (i) the Agency and Redemption Agreement, dated as of May 18, 2017 (the "Agency Agreement"), by and among Vitruvian II Woodford, LLC, a Delaware limited liability company ( "Vitruvian"), and LG WF L.P., a Delaware limited partnership and a member of Vitruvian ("LG"), and (ii) the limited liability company agreement of Vitruvian, as amended (the "LLC Agreement"), 4,465,380 shares of common stock, par value $0.01 (the "Common Stock"), of Gulfport Energy Corporation, a Delaware corporation (the "Issuer"), were distributed to LG in redemption of certain of LG's capital interests in Vitruvian. In addition, as partial consideration for such redemption and pursuant to the Agency Agreement, LG became entitled to receive up to 1,252,865 shares of Common Stock held in a separate escrow account pursuant to the terms and conditions of the Purchase and Sale Agreement by and among the Issuer, Vitruvian and a subsidiary of the Issuer (the "Purchase Agreement"),
F2: (Continued from Footnote 1) as such shares of Common Stock are released from the escrow account pursuant to the Purchase Agreement. Following these transactions, Vitruvian may be deemed to be the beneficial owner of 18,133,872 shares of Common Stock (the "Vitruvian Shares").
F3: Vitruvian is managed by its board of directors (the "Board"). QEM V, LLC ("QEM") is the sole general partner of Q-VEX II, LP ("Q-VEX"), which has the right to appoint a majority of the board of directors of Vitruvian Exploration II, LLC ("VEX"), which has the right to appoint a majority of the board of directors of Vitruvian Exploration II Holdings, LLC ("VEX Holdings"), which holds a majority of the capital interests of Vitruvian and has the right to appoint a majority of the Board (such directors, the "VEX Holdings Directors"). Certain actions of Vitruvian, including certain dispositions, require the approval of the VEX Holdings Directors. QEM, Q-VEX, VEX and VEX Holdings each disclaim beneficial ownership of the Vitruvian Shares in excess of their respective pecuniary interest in the securities.
F4: Any decision taken by QEM to vote, or to direct to vote, and to dispose, or to direct the disposition of, the Vitruvian Shares has to be approved by a majority of the members of the investment committee of QEM, which majority must include S. Wil VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the Vitruvian Shares and may also be deemed to be the beneficial owner of such securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities.
Jagged Peak Energy Inc.
Report date January 10, 2020 · Filed January 14, 2020
Jointly reported with Q-Jagged Peak Energy Investment Partners, LLC
Section 16 reporting ended · disclosed 2020-01-14. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 0 |
Reported balance
After 2020-01-10 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2020-01-10 · Disposition to issuer · Disposed 146,337,026 · Balance 0 F3: This Form 4 reports securities disposed of upon the effectiveness of the merger contemplated by that certain Agreement and Plan of Merger, dated as of October 14, 2019, by and among Jagged Peak Energy Inc. ("Jagged Peak"), Parsley Energy, Inc. ("Parsley") and Jackal Merger Sub, Inc. ("Merger Sub") (the "Merger Agreement") on January 10, 2020 (the "Effective Time"). At the Effective Time, Merger Sub merged with and into Jagged Peak, with Jagged Peak surviving the merger as a wholly owned subsidiary of Parsley (the "Merger"), and each outstanding share of common stock, par value $0.01 per share, of Jagged Peak ("Jagged Peak common stock"), was converted automatically into the right to receive 0.447 shares of Class A common stock, par value $0.01 per share, of Parsley (the "Parsley Class A common stock"), with cash paid in lieu of the issuance of any fractional shares of Parsley Class A common stock. F4: The Jagged Peak common stock disposed of by the Reporting Persons as a result of the Merger is reported above. On the trading day immediately prior to the Effective Time, the closing price of Parsley Class A common stock was $18.44 per share. As a result of the merger, each of Reporting Persons no longer beneficially own any shares of the Jagged Peak common stock. F1: QEM V, LLC ("QEM V") is the managing member of Q-Jagged Peak Energy Investment Partners, LLC ("Q-Jagged Peak"). Therefore, QEM V may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. QEM V disclaims beneficial ownership of such securities in excess of its pecuniary interest in the securities. Any decision taken by QEM V to vote, or to direct to vote, and to dispose, or to direct the disposition of, the securities held by Q-Jagged Peak has to be approved by a majority of the members of its investment committee, which majority must include S. Wil VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities. F2: In connection with the closing of the Issuer's initial public offering, Q-Jagged Peak entered into the Stockholders' Agreement (the "Stockholders' Agreement") pursuant to which each of the parties thereto agreed, among other things, to vote all of their shares of Issuer common stock in accordance with the direction of Q-Jagged Peak. The number of shares reflected in the table above as beneficially owned by Q-Jagged Peak does not include securities held by other parties to the Stockholders' Agreement, and this report shall not be construed as an admission that Q-Jagged Peak, QEM V or Mr. VanLoh is the beneficial owner of any such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose, and each of Q-Jagged Peak, QEM V and Mr. VanLoh disclaims beneficial ownership of such securities held by the members party to the Stockholders' Agreement, except to the extent of its or his pecuniary interest therein. |
Filing footnotes · ownership attribution and instrument terms
F1: QEM V, LLC ("QEM V") is the managing member of Q-Jagged Peak Energy Investment Partners, LLC ("Q-Jagged Peak"). Therefore, QEM V may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. QEM V disclaims beneficial ownership of such securities in excess of its pecuniary interest in the securities. Any decision taken by QEM V to vote, or to direct to vote, and to dispose, or to direct the disposition of, the securities held by Q-Jagged Peak has to be approved by a majority of the members of its investment committee, which majority must include S. Wil VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities.
F2: In connection with the closing of the Issuer's initial public offering, Q-Jagged Peak entered into the Stockholders' Agreement (the "Stockholders' Agreement") pursuant to which each of the parties thereto agreed, among other things, to vote all of their shares of Issuer common stock in accordance with the direction of Q-Jagged Peak. The number of shares reflected in the table above as beneficially owned by Q-Jagged Peak does not include securities held by other parties to the Stockholders' Agreement, and this report shall not be construed as an admission that Q-Jagged Peak, QEM V or Mr. VanLoh is the beneficial owner of any such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose, and each of Q-Jagged Peak, QEM V and Mr. VanLoh disclaims beneficial ownership of such securities held by the members party to the Stockholders' Agreement, except to the extent of its or his pecuniary interest therein.
F3: This Form 4 reports securities disposed of upon the effectiveness of the merger contemplated by that certain Agreement and Plan of Merger, dated as of October 14, 2019, by and among Jagged Peak Energy Inc. ("Jagged Peak"), Parsley Energy, Inc. ("Parsley") and Jackal Merger Sub, Inc. ("Merger Sub") (the "Merger Agreement") on January 10, 2020 (the "Effective Time"). At the Effective Time, Merger Sub merged with and into Jagged Peak, with Jagged Peak surviving the merger as a wholly owned subsidiary of Parsley (the "Merger"), and each outstanding share of common stock, par value $0.01 per share, of Jagged Peak ("Jagged Peak common stock"), was converted automatically into the right to receive 0.447 shares of Class A common stock, par value $0.01 per share, of Parsley (the "Parsley Class A common stock"), with cash paid in lieu of the issuance of any fractional shares of Parsley Class A common stock.
F4: The Jagged Peak common stock disposed of by the Reporting Persons as a result of the Merger is reported above. On the trading day immediately prior to the Effective Time, the closing price of Parsley Class A common stock was $18.44 per share. As a result of the merger, each of Reporting Persons no longer beneficially own any shares of the Jagged Peak common stock.
Pioneer PE Holding LLC
Report date January 12, 2021 · Filed January 12, 2021
Jointly reported with Q-Jagged Peak Energy Investment Partners, LLC
Section 16 reporting ended · disclosed 2021-01-12. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Class A Common StockSEC Table I · non-derivative | IndirectSee Footnote | 0 |
Reported balance
After 2021-01-12 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2021-01-12 · Disposition to issuer · Disposed 20,374 · Balance 0 F6: Restricted Stock Unit Award granted to Mr. VanLoh, in his capacity as a director of the Issuer, pursuant to the Issuer's 2014 Long Term Incentive Plan vested at the Effective Time. Excludes 3,589 shares previously directly held by Mr. VanLoh which were transferred to Q-Jagged Peak on May 21, 2020. F2: This Form 4 reports securities disposed of upon effectiveness of the merger contemplated by the Agreement and Plan of Merger dated as of October 20, 2020 (the "Merger Agreement") entered into by Parsley Energy, Inc. (the "Issuer") with Pioneer Natural Resources Company (the "Parent"), Pearl First Merger Sub Inc., a wholly-owned subsidiary of Parent ("Merger Sub Inc."), Pearl Second Merger Sub LLC, a wholly-owned subsidiary of Parent ("Merger Sub LLC"), Pearl Opco Merger Sub LLC, a wholly-owned subsidiary of the Parent ("Opco Merger Sub LLC"), and Parsley Energy, LLC ("Opco LLC"), providing for the merger of the Parent with and into the Issuer, with the Issuer surviving the merger as a direct wholly owned subsidiary of the Parent (the "First Merger" and the surviving entity, the "Surviving Corporation"); F3: [continued from footnote 2] (ii) simultaneously with the First Merger, Opco Merger Sub LLC merged with and into Parsley Energy, LLC, a majority-owned subsidiary of the Issuer ("Parsley LLC"), with Parsley LLC surviving the merger as a direct and indirect wholly owned subsidiary of the Parent (the "Opco Merger"); and (iii) immediately following the First Merger and the Opco Merger, the Surviving Corporation merged with and into Merger Sub LLC, with Merger Sub LLC surviving the merger as a direct wholly owned subsidiary of the Parent (together with the First Merger, the "Mergers"). F4: Pursuant to the Merger Agreement, (i) each eligible share of the Issuer's Class A common stock issued and outstanding immediately prior to the effective time of the First Merger (the "Effective Merger") was converted into the right to receive 0.1252 shares of the Parent's common stock; (ii) each outstanding time-based restricted stock unit award of the Issuer held by a non-employee director became vested and converted into the right to receive a number of shares of the Parent's common stock, rounded up or down to the nearest whole share, equal to the product of (a) the number of shares of the Issuer's Class A common stock subject to such award as of immediately prior to the Effective Time and (b) 0.1252. F5: On January 11, 2021 (the day prior to the Mergers), the closing price of one share of the Parent's common stock was $131.42. As a result of the Mergers, Q-Jagged Peak and QEM V, LLC no longer beneficially owns any shares of the Issuer's Class A common stock. F8: Mr. VanLoh held these securities for the benefit of Q-Jagged Peak. Mr. VanLoh disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
| Class A Common StockSEC Table I · non-derivative | Direct | 0 |
Reported balance
After 2021-01-12 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 2 · 2021-01-12 · Disposition to issuer · Disposed 65,416,239 · Balance 0 F7: Includes 3,589 shares previously directly held by Mr. VanLoh which were transferred to Q-Jagged Peak on May 21, 2020. F2: This Form 4 reports securities disposed of upon effectiveness of the merger contemplated by the Agreement and Plan of Merger dated as of October 20, 2020 (the "Merger Agreement") entered into by Parsley Energy, Inc. (the "Issuer") with Pioneer Natural Resources Company (the "Parent"), Pearl First Merger Sub Inc., a wholly-owned subsidiary of Parent ("Merger Sub Inc."), Pearl Second Merger Sub LLC, a wholly-owned subsidiary of Parent ("Merger Sub LLC"), Pearl Opco Merger Sub LLC, a wholly-owned subsidiary of the Parent ("Opco Merger Sub LLC"), and Parsley Energy, LLC ("Opco LLC"), providing for the merger of the Parent with and into the Issuer, with the Issuer surviving the merger as a direct wholly owned subsidiary of the Parent (the "First Merger" and the surviving entity, the "Surviving Corporation"); F3: [continued from footnote 2] (ii) simultaneously with the First Merger, Opco Merger Sub LLC merged with and into Parsley Energy, LLC, a majority-owned subsidiary of the Issuer ("Parsley LLC"), with Parsley LLC surviving the merger as a direct and indirect wholly owned subsidiary of the Parent (the "Opco Merger"); and (iii) immediately following the First Merger and the Opco Merger, the Surviving Corporation merged with and into Merger Sub LLC, with Merger Sub LLC surviving the merger as a direct wholly owned subsidiary of the Parent (together with the First Merger, the "Mergers"). F4: Pursuant to the Merger Agreement, (i) each eligible share of the Issuer's Class A common stock issued and outstanding immediately prior to the effective time of the First Merger (the "Effective Merger") was converted into the right to receive 0.1252 shares of the Parent's common stock; (ii) each outstanding time-based restricted stock unit award of the Issuer held by a non-employee director became vested and converted into the right to receive a number of shares of the Parent's common stock, rounded up or down to the nearest whole share, equal to the product of (a) the number of shares of the Issuer's Class A common stock subject to such award as of immediately prior to the Effective Time and (b) 0.1252. F5: On January 11, 2021 (the day prior to the Mergers), the closing price of one share of the Parent's common stock was $131.42. As a result of the Mergers, Q-Jagged Peak and QEM V, LLC no longer beneficially owns any shares of the Issuer's Class A common stock. F1: QEM V, LLC ("QEM V") is the managing member of Q-Jagged Peak Energy Investment Partners, LLC ("Q-Jagged Peak"). Therefore, QEM V may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. QEM V disclaims beneficial ownership of such securities in excess of its pecuniary interest in the securities. Any decision taken by QEM V to vote, or to direct to vote, and to dispose, or to direct the disposition of, the securities held by Q-Jagged Peak has to be approved by a majority of the members of its investment committee, which majority must include Mr. VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities. |
Filing footnotes · ownership attribution and instrument terms
F1: QEM V, LLC ("QEM V") is the managing member of Q-Jagged Peak Energy Investment Partners, LLC ("Q-Jagged Peak"). Therefore, QEM V may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. QEM V disclaims beneficial ownership of such securities in excess of its pecuniary interest in the securities. Any decision taken by QEM V to vote, or to direct to vote, and to dispose, or to direct the disposition of, the securities held by Q-Jagged Peak has to be approved by a majority of the members of its investment committee, which majority must include Mr. VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities.
F2: This Form 4 reports securities disposed of upon effectiveness of the merger contemplated by the Agreement and Plan of Merger dated as of October 20, 2020 (the "Merger Agreement") entered into by Parsley Energy, Inc. (the "Issuer") with Pioneer Natural Resources Company (the "Parent"), Pearl First Merger Sub Inc., a wholly-owned subsidiary of Parent ("Merger Sub Inc."), Pearl Second Merger Sub LLC, a wholly-owned subsidiary of Parent ("Merger Sub LLC"), Pearl Opco Merger Sub LLC, a wholly-owned subsidiary of the Parent ("Opco Merger Sub LLC"), and Parsley Energy, LLC ("Opco LLC"), providing for the merger of the Parent with and into the Issuer, with the Issuer surviving the merger as a direct wholly owned subsidiary of the Parent (the "First Merger" and the surviving entity, the "Surviving Corporation");
F3: [continued from footnote 2] (ii) simultaneously with the First Merger, Opco Merger Sub LLC merged with and into Parsley Energy, LLC, a majority-owned subsidiary of the Issuer ("Parsley LLC"), with Parsley LLC surviving the merger as a direct and indirect wholly owned subsidiary of the Parent (the "Opco Merger"); and (iii) immediately following the First Merger and the Opco Merger, the Surviving Corporation merged with and into Merger Sub LLC, with Merger Sub LLC surviving the merger as a direct wholly owned subsidiary of the Parent (together with the First Merger, the "Mergers").
F4: Pursuant to the Merger Agreement, (i) each eligible share of the Issuer's Class A common stock issued and outstanding immediately prior to the effective time of the First Merger (the "Effective Merger") was converted into the right to receive 0.1252 shares of the Parent's common stock; (ii) each outstanding time-based restricted stock unit award of the Issuer held by a non-employee director became vested and converted into the right to receive a number of shares of the Parent's common stock, rounded up or down to the nearest whole share, equal to the product of (a) the number of shares of the Issuer's Class A common stock subject to such award as of immediately prior to the Effective Time and (b) 0.1252.
F5: On January 11, 2021 (the day prior to the Mergers), the closing price of one share of the Parent's common stock was $131.42. As a result of the Mergers, Q-Jagged Peak and QEM V, LLC no longer beneficially owns any shares of the Issuer's Class A common stock.
F6: Restricted Stock Unit Award granted to Mr. VanLoh, in his capacity as a director of the Issuer, pursuant to the Issuer's 2014 Long Term Incentive Plan vested at the Effective Time. Excludes 3,589 shares previously directly held by Mr. VanLoh which were transferred to Q-Jagged Peak on May 21, 2020.
F7: Includes 3,589 shares previously directly held by Mr. VanLoh which were transferred to Q-Jagged Peak on May 21, 2020.
F8: Mr. VanLoh held these securities for the benefit of Q-Jagged Peak. Mr. VanLoh disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
Transaction history
JSON APIPurchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.
| Transaction date | Company | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| January 12, 2021 Filed Jan 12, 2021 17:40 UTC | Pioneer PE Holding LLC PE · Entity 143873 | Disposition to issuerClass A Common Stock | 65,416,239 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001140361-21-000975 · form4.xml · nonDerivative · entry 2 Q-Jagged Peak Energy Investment Partners, LLC · CIK 0001694885 · Director · 10% owner · See Remarks QEM V LLC · CIK 0001697117 · Director · 10% owner · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 0 F7 · shares: Includes 3,589 shares previously directly held by Mr. VanLoh which were transferred to Q-Jagged Peak on May 21, 2020. F2 · price: This Form 4 reports securities disposed of upon effectiveness of the merger contemplated by the Agreement and Plan of Merger dated as of October 20, 2020 (the "Merger Agreement") entered into by Parsley Energy, Inc. (the "Issuer") with Pioneer Natural Resources Company (the "Parent"), Pearl First Merger Sub Inc., a wholly-owned subsidiary of Parent ("Merger Sub Inc."), Pearl Second Merger Sub LLC, a wholly-owned subsidiary of Parent ("Merger Sub LLC"), Pearl Opco Merger Sub LLC, a wholly-owned subsidiary of the Parent ("Opco Merger Sub LLC"), and Parsley Energy, LLC ("Opco LLC"), providing for the merger of the Parent with and into the Issuer, with the Issuer surviving the merger as a direct wholly owned subsidiary of the Parent (the "First Merger" and the surviving entity, the "Surviving Corporation"); F3 · price: [continued from footnote 2] (ii) simultaneously with the First Merger, Opco Merger Sub LLC merged with and into Parsley Energy, LLC, a majority-owned subsidiary of the Issuer ("Parsley LLC"), with Parsley LLC surviving the merger as a direct and indirect wholly owned subsidiary of the Parent (the "Opco Merger"); and (iii) immediately following the First Merger and the Opco Merger, the Surviving Corporation merged with and into Merger Sub LLC, with Merger Sub LLC surviving the merger as a direct wholly owned subsidiary of the Parent (together with the First Merger, the "Mergers"). F4 · price: Pursuant to the Merger Agreement, (i) each eligible share of the Issuer's Class A common stock issued and outstanding immediately prior to the effective time of the First Merger (the "Effective Merger") was converted into the right to receive 0.1252 shares of the Parent's common stock; (ii) each outstanding time-based restricted stock unit award of the Issuer held by a non-employee director became vested and converted into the right to receive a number of shares of the Parent's common stock, rounded up or down to the nearest whole share, equal to the product of (a) the number of shares of the Issuer's Class A common stock subject to such award as of immediately prior to the Effective Time and (b) 0.1252. F5 · price: On January 11, 2021 (the day prior to the Mergers), the closing price of one share of the Parent's common stock was $131.42. As a result of the Mergers, Q-Jagged Peak and QEM V, LLC no longer beneficially owns any shares of the Issuer's Class A common stock. F1 · ownership.direct: QEM V, LLC ("QEM V") is the managing member of Q-Jagged Peak Energy Investment Partners, LLC ("Q-Jagged Peak"). Therefore, QEM V may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. QEM V disclaims beneficial ownership of such securities in excess of its pecuniary interest in the securities. Any decision taken by QEM V to vote, or to direct to vote, and to dispose, or to direct the disposition of, the securities held by Q-Jagged Peak has to be approved by a majority of the members of its investment committee, which majority must include Mr. VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities. Read SEC document |
| January 12, 2021 Filed Jan 12, 2021 17:40 UTC | Pioneer PE Holding LLC PE · Entity 143873 | Disposition to issuerClass A Common Stock | 20,374 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001140361-21-000975 · form4.xml · nonDerivative · entry 1 Q-Jagged Peak Energy Investment Partners, LLC · CIK 0001694885 · Director · 10% owner · See Remarks QEM V LLC · CIK 0001697117 · Director · 10% owner · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 0 F6 · shares: Restricted Stock Unit Award granted to Mr. VanLoh, in his capacity as a director of the Issuer, pursuant to the Issuer's 2014 Long Term Incentive Plan vested at the Effective Time. Excludes 3,589 shares previously directly held by Mr. VanLoh which were transferred to Q-Jagged Peak on May 21, 2020. F2 · price: This Form 4 reports securities disposed of upon effectiveness of the merger contemplated by the Agreement and Plan of Merger dated as of October 20, 2020 (the "Merger Agreement") entered into by Parsley Energy, Inc. (the "Issuer") with Pioneer Natural Resources Company (the "Parent"), Pearl First Merger Sub Inc., a wholly-owned subsidiary of Parent ("Merger Sub Inc."), Pearl Second Merger Sub LLC, a wholly-owned subsidiary of Parent ("Merger Sub LLC"), Pearl Opco Merger Sub LLC, a wholly-owned subsidiary of the Parent ("Opco Merger Sub LLC"), and Parsley Energy, LLC ("Opco LLC"), providing for the merger of the Parent with and into the Issuer, with the Issuer surviving the merger as a direct wholly owned subsidiary of the Parent (the "First Merger" and the surviving entity, the "Surviving Corporation"); F3 · price: [continued from footnote 2] (ii) simultaneously with the First Merger, Opco Merger Sub LLC merged with and into Parsley Energy, LLC, a majority-owned subsidiary of the Issuer ("Parsley LLC"), with Parsley LLC surviving the merger as a direct and indirect wholly owned subsidiary of the Parent (the "Opco Merger"); and (iii) immediately following the First Merger and the Opco Merger, the Surviving Corporation merged with and into Merger Sub LLC, with Merger Sub LLC surviving the merger as a direct wholly owned subsidiary of the Parent (together with the First Merger, the "Mergers"). F4 · price: Pursuant to the Merger Agreement, (i) each eligible share of the Issuer's Class A common stock issued and outstanding immediately prior to the effective time of the First Merger (the "Effective Merger") was converted into the right to receive 0.1252 shares of the Parent's common stock; (ii) each outstanding time-based restricted stock unit award of the Issuer held by a non-employee director became vested and converted into the right to receive a number of shares of the Parent's common stock, rounded up or down to the nearest whole share, equal to the product of (a) the number of shares of the Issuer's Class A common stock subject to such award as of immediately prior to the Effective Time and (b) 0.1252. F5 · price: On January 11, 2021 (the day prior to the Mergers), the closing price of one share of the Parent's common stock was $131.42. As a result of the Mergers, Q-Jagged Peak and QEM V, LLC no longer beneficially owns any shares of the Issuer's Class A common stock. F8 · ownership.direct: Mr. VanLoh held these securities for the benefit of Q-Jagged Peak. Mr. VanLoh disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. F8 · ownership.nature: Mr. VanLoh held these securities for the benefit of Q-Jagged Peak. Mr. VanLoh disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. Read SEC document |
| May 21, 2020 Filed May 22, 2020 16:33 UTC | Pioneer PE Holding LLC PE · Entity 143873 | GrantClass A Common Stock | 20,374 | $0.00 | $0.00 |
DisclosureSEC source: 0000905148-20-000651 · form4.xml · nonDerivative · entry 1 Q-Jagged Peak Energy Investment Partners, LLC · CIK 0001694885 · Director · 10% owner · See Remarks QEM V LLC · CIK 0001697117 · Director · 10% owner · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 23,963 F2 · shares: Restricted Stock Unit Award granted to Mr. VanLoh, in his capacity as a director of the Issuer, pursuant to the Parsley Energy, Inc. 2014 Long Term Incentive Plan. The award vests in full on May 21, 2021. F3 · ownership.direct: Mr. VanLoh holds these securities for the benefit of Q-Jagged Peak. Mr. VanLoh disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. F3 · ownership.nature: Mr. VanLoh holds these securities for the benefit of Q-Jagged Peak. Mr. VanLoh disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. Read SEC document |
| January 10, 2020 Filed Jan 14, 2020 16:30 UTC | Jagged Peak Energy Inc. JAG · Entity 152385 | Disposition to issuerCommon Stock | 146,337,026 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000905148-20-000075 · form4.xml · nonDerivative · entry 1 Q-Jagged Peak Energy Investment Partners, LLC · CIK 0001694885 · Director · 10% owner · See Remarks QEM V LLC · CIK 0001697117 · Director · 10% owner · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 0 F3 · price: This Form 4 reports securities disposed of upon the effectiveness of the merger contemplated by that certain Agreement and Plan of Merger, dated as of October 14, 2019, by and among Jagged Peak Energy Inc. ("Jagged Peak"), Parsley Energy, Inc. ("Parsley") and Jackal Merger Sub, Inc. ("Merger Sub") (the "Merger Agreement") on January 10, 2020 (the "Effective Time"). At the Effective Time, Merger Sub merged with and into Jagged Peak, with Jagged Peak surviving the merger as a wholly owned subsidiary of Parsley (the "Merger"), and each outstanding share of common stock, par value $0.01 per share, of Jagged Peak ("Jagged Peak common stock"), was converted automatically into the right to receive 0.447 shares of Class A common stock, par value $0.01 per share, of Parsley (the "Parsley Class A common stock"), with cash paid in lieu of the issuance of any fractional shares of Parsley Class A common stock. F4 · price: The Jagged Peak common stock disposed of by the Reporting Persons as a result of the Merger is reported above. On the trading day immediately prior to the Effective Time, the closing price of Parsley Class A common stock was $18.44 per share. As a result of the merger, each of Reporting Persons no longer beneficially own any shares of the Jagged Peak common stock. F1 · ownership.direct: QEM V, LLC ("QEM V") is the managing member of Q-Jagged Peak Energy Investment Partners, LLC ("Q-Jagged Peak"). Therefore, QEM V may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. QEM V disclaims beneficial ownership of such securities in excess of its pecuniary interest in the securities. Any decision taken by QEM V to vote, or to direct to vote, and to dispose, or to direct the disposition of, the securities held by Q-Jagged Peak has to be approved by a majority of the members of its investment committee, which majority must include S. Wil VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities. F2 · ownership.direct: In connection with the closing of the Issuer's initial public offering, Q-Jagged Peak entered into the Stockholders' Agreement (the "Stockholders' Agreement") pursuant to which each of the parties thereto agreed, among other things, to vote all of their shares of Issuer common stock in accordance with the direction of Q-Jagged Peak. The number of shares reflected in the table above as beneficially owned by Q-Jagged Peak does not include securities held by other parties to the Stockholders' Agreement, and this report shall not be construed as an admission that Q-Jagged Peak, QEM V or Mr. VanLoh is the beneficial owner of any such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose, and each of Q-Jagged Peak, QEM V and Mr. VanLoh disclaims beneficial ownership of such securities held by the members party to the Stockholders' Agreement, except to the extent of its or his pecuniary interest therein. Read SEC document |
| January 10, 2020 Filed Jan 14, 2020 16:31 UTC | Pioneer PE Holding LLC PE · Entity 143873 | GrantClass A Common Stock | 3,589 | $0.00 | $0.00 |
DisclosureSEC source: 0000905148-20-000077 · form4.xml · nonDerivative · entry 2 Q-Jagged Peak Energy Investment Partners, LLC · CIK 0001694885 · Director · 10% owner · See Remarks QEM V LLC · CIK 0001697117 · Director · 10% owner · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 3,589 F4 · shares: Restricted Stock Unit Award granted to Mr. VanLoh, in his capacity as a director of the Issuer, pursuant to the Parsley Energy, Inc. 2014 Long Term Incentive Plan. The award vests in full on May 24, 2020. F1 · ownership.direct: QEM V, LLC ("QEM V") is the managing member of Q-Jagged Peak Energy Investment Partners, LLC ("Q-Jagged Peak"). Therefore, QEM V may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. QEM V disclaims beneficial ownership of such securities in excess of its pecuniary interest in the securities. Any decision taken by QEM V to vote, or to direct to vote, and to dispose, or to direct the disposition of, the securities held by Q-Jagged Peak has to be approved by a majority of the members of its investment committee, which majority must include S. Wil VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities. F5 · ownership.direct: Mr. VanLoh holds these Restricted Stock Units for the benefit of Q-Jagged Peak. Mr. VanLoh disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. F1 · ownership.nature: QEM V, LLC ("QEM V") is the managing member of Q-Jagged Peak Energy Investment Partners, LLC ("Q-Jagged Peak"). Therefore, QEM V may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. QEM V disclaims beneficial ownership of such securities in excess of its pecuniary interest in the securities. Any decision taken by QEM V to vote, or to direct to vote, and to dispose, or to direct the disposition of, the securities held by Q-Jagged Peak has to be approved by a majority of the members of its investment committee, which majority must include S. Wil VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities. F5 · ownership.nature: Mr. VanLoh holds these Restricted Stock Units for the benefit of Q-Jagged Peak. Mr. VanLoh disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. Read SEC document |
| January 10, 2020 Filed Jan 14, 2020 16:31 UTC | Pioneer PE Holding LLC PE · Entity 143873 | GrantClass A Common Stock | 65,412,650 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000905148-20-000077 · form4.xml · nonDerivative · entry 1 Q-Jagged Peak Energy Investment Partners, LLC · CIK 0001694885 · Director · 10% owner · See Remarks QEM V LLC · CIK 0001697117 · Director · 10% owner · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 65,412,650 F2 · price: This Form 4 reports securities acquired upon the effectiveness of the merger contemplated by that certain Agreement and Plan of Merger, dated as of October 14, 2019, by and among Jagged Peak Energy Inc. ("Jagged Peak"), Parsley Energy, Inc. ("Parsley") and Jackal Merger Sub, Inc. ("Merger Sub") (the "Merger Agreement") on January 10, 2020 (the "Effective Time"). At the Effective Time, Merger Sub merged with and into Jagged Peak, with Jagged Peak surviving the merger as a wholly owned subsidiary of Parsley (the "Merger"), and each outstanding share of common stock, par value $0.01 per share, of Jagged Peak was converted automatically into the right to receive 0.447 shares of Class A common stock, par value $0.01 per share, of Parsley (the "Parsley Class A common stock"), with cash paid in lieu of the issuance of any fractional shares of Parsley Class A common stock. F3 · price: The Parsley Class A common stock acquired by the Reporting Persons as a result of the Merger is reported above. On the trading day immediately prior to the Effective Time, the closing price of Parsley Class A common stock was $18.44 per share. F1 · ownership.direct: QEM V, LLC ("QEM V") is the managing member of Q-Jagged Peak Energy Investment Partners, LLC ("Q-Jagged Peak"). Therefore, QEM V may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. QEM V disclaims beneficial ownership of such securities in excess of its pecuniary interest in the securities. Any decision taken by QEM V to vote, or to direct to vote, and to dispose, or to direct the disposition of, the securities held by Q-Jagged Peak has to be approved by a majority of the members of its investment committee, which majority must include S. Wil VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the securities held by Q-Jagged Peak and may also be deemed to be the beneficial owner of these securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities. Read SEC document |
| May 19, 2017 Filed May 23, 2017 23:42 UTC | GULFPORT ENERGY CORP GPOR · Entity 2342 | OtherCommon Stock | 4,465,380 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-17-014181 · doc4.xml · nonDerivative · entry 1 Vitruvian II Woodford, LLC · CIK 0001698634 · 10% owner VANLOH S WIL JR · CIK 0001098463 · 10% owner Vitruvian Exploration II Holdings, LLC · CIK 0001698741 · 10% owner Vitruvian Exploration II, LLC · CIK 0001698924 · 10% owner Q-VEX II, LP · CIK 0001698737 · 10% owner QEM V LLC · CIK 0001697117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 18,133,872 F1 · kind: On May 19, 2017, pursuant to (i) the Agency and Redemption Agreement, dated as of May 18, 2017 (the "Agency Agreement"), by and among Vitruvian II Woodford, LLC, a Delaware limited liability company ( "Vitruvian"), and LG WF L.P., a Delaware limited partnership and a member of Vitruvian ("LG"), and (ii) the limited liability company agreement of Vitruvian, as amended (the "LLC Agreement"), 4,465,380 shares of common stock, par value $0.01 (the "Common Stock"), of Gulfport Energy Corporation, a Delaware corporation (the "Issuer"), were distributed to LG in redemption of certain of LG's capital interests in Vitruvian. In addition, as partial consideration for such redemption and pursuant to the Agency Agreement, LG became entitled to receive up to 1,252,865 shares of Common Stock held in a separate escrow account pursuant to the terms and conditions of the Purchase and Sale Agreement by and among the Issuer, Vitruvian and a subsidiary of the Issuer (the "Purchase Agreement"), F2 · kind: (Continued from Footnote 1) as such shares of Common Stock are released from the escrow account pursuant to the Purchase Agreement. Following these transactions, Vitruvian may be deemed to be the beneficial owner of 18,133,872 shares of Common Stock (the "Vitruvian Shares"). F3 · kind: Vitruvian is managed by its board of directors (the "Board"). QEM V, LLC ("QEM") is the sole general partner of Q-VEX II, LP ("Q-VEX"), which has the right to appoint a majority of the board of directors of Vitruvian Exploration II, LLC ("VEX"), which has the right to appoint a majority of the board of directors of Vitruvian Exploration II Holdings, LLC ("VEX Holdings"), which holds a majority of the capital interests of Vitruvian and has the right to appoint a majority of the Board (such directors, the "VEX Holdings Directors"). Certain actions of Vitruvian, including certain dispositions, require the approval of the VEX Holdings Directors. QEM, Q-VEX, VEX and VEX Holdings each disclaim beneficial ownership of the Vitruvian Shares in excess of their respective pecuniary interest in the securities. F4 · kind: Any decision taken by QEM to vote, or to direct to vote, and to dispose, or to direct the disposition of, the Vitruvian Shares has to be approved by a majority of the members of the investment committee of QEM, which majority must include S. Wil VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the Vitruvian Shares and may also be deemed to be the beneficial owner of such securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities. F1 · price: On May 19, 2017, pursuant to (i) the Agency and Redemption Agreement, dated as of May 18, 2017 (the "Agency Agreement"), by and among Vitruvian II Woodford, LLC, a Delaware limited liability company ( "Vitruvian"), and LG WF L.P., a Delaware limited partnership and a member of Vitruvian ("LG"), and (ii) the limited liability company agreement of Vitruvian, as amended (the "LLC Agreement"), 4,465,380 shares of common stock, par value $0.01 (the "Common Stock"), of Gulfport Energy Corporation, a Delaware corporation (the "Issuer"), were distributed to LG in redemption of certain of LG's capital interests in Vitruvian. In addition, as partial consideration for such redemption and pursuant to the Agency Agreement, LG became entitled to receive up to 1,252,865 shares of Common Stock held in a separate escrow account pursuant to the terms and conditions of the Purchase and Sale Agreement by and among the Issuer, Vitruvian and a subsidiary of the Issuer (the "Purchase Agreement"), F2 · price: (Continued from Footnote 1) as such shares of Common Stock are released from the escrow account pursuant to the Purchase Agreement. Following these transactions, Vitruvian may be deemed to be the beneficial owner of 18,133,872 shares of Common Stock (the "Vitruvian Shares"). F3 · price: Vitruvian is managed by its board of directors (the "Board"). QEM V, LLC ("QEM") is the sole general partner of Q-VEX II, LP ("Q-VEX"), which has the right to appoint a majority of the board of directors of Vitruvian Exploration II, LLC ("VEX"), which has the right to appoint a majority of the board of directors of Vitruvian Exploration II Holdings, LLC ("VEX Holdings"), which holds a majority of the capital interests of Vitruvian and has the right to appoint a majority of the Board (such directors, the "VEX Holdings Directors"). Certain actions of Vitruvian, including certain dispositions, require the approval of the VEX Holdings Directors. QEM, Q-VEX, VEX and VEX Holdings each disclaim beneficial ownership of the Vitruvian Shares in excess of their respective pecuniary interest in the securities. F4 · price: Any decision taken by QEM to vote, or to direct to vote, and to dispose, or to direct the disposition of, the Vitruvian Shares has to be approved by a majority of the members of the investment committee of QEM, which majority must include S. Wil VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the Vitruvian Shares and may also be deemed to be the beneficial owner of such securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities. F1 · balance_after: On May 19, 2017, pursuant to (i) the Agency and Redemption Agreement, dated as of May 18, 2017 (the "Agency Agreement"), by and among Vitruvian II Woodford, LLC, a Delaware limited liability company ( "Vitruvian"), and LG WF L.P., a Delaware limited partnership and a member of Vitruvian ("LG"), and (ii) the limited liability company agreement of Vitruvian, as amended (the "LLC Agreement"), 4,465,380 shares of common stock, par value $0.01 (the "Common Stock"), of Gulfport Energy Corporation, a Delaware corporation (the "Issuer"), were distributed to LG in redemption of certain of LG's capital interests in Vitruvian. In addition, as partial consideration for such redemption and pursuant to the Agency Agreement, LG became entitled to receive up to 1,252,865 shares of Common Stock held in a separate escrow account pursuant to the terms and conditions of the Purchase and Sale Agreement by and among the Issuer, Vitruvian and a subsidiary of the Issuer (the "Purchase Agreement"), F2 · balance_after: (Continued from Footnote 1) as such shares of Common Stock are released from the escrow account pursuant to the Purchase Agreement. Following these transactions, Vitruvian may be deemed to be the beneficial owner of 18,133,872 shares of Common Stock (the "Vitruvian Shares"). F3 · balance_after: Vitruvian is managed by its board of directors (the "Board"). QEM V, LLC ("QEM") is the sole general partner of Q-VEX II, LP ("Q-VEX"), which has the right to appoint a majority of the board of directors of Vitruvian Exploration II, LLC ("VEX"), which has the right to appoint a majority of the board of directors of Vitruvian Exploration II Holdings, LLC ("VEX Holdings"), which holds a majority of the capital interests of Vitruvian and has the right to appoint a majority of the Board (such directors, the "VEX Holdings Directors"). Certain actions of Vitruvian, including certain dispositions, require the approval of the VEX Holdings Directors. QEM, Q-VEX, VEX and VEX Holdings each disclaim beneficial ownership of the Vitruvian Shares in excess of their respective pecuniary interest in the securities. F4 · balance_after: Any decision taken by QEM to vote, or to direct to vote, and to dispose, or to direct the disposition of, the Vitruvian Shares has to be approved by a majority of the members of the investment committee of QEM, which majority must include S. Wil VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the Vitruvian Shares and may also be deemed to be the beneficial owner of such securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities. Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.