organization · Reporting owner
NGP XI US Holdings, L.P.
Disclosed activity across 4 companies
Sign in to followReported relationships
Latest disclosed role at each company.
| Company | Last reported as | Report date | Published |
|---|---|---|---|
| INFINITY NATURAL RESOURCES, INC.INR · Entity 5987 | 10% owner | January 30, 2025 | January 31, 2025 |
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.
INFINITY NATURAL RESOURCES, INC.
Report date January 30, 2025 · Filed January 31, 2025
Jointly reported with GFW XI, L.L.C., NGP Energy Capital Management, L.L.C.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Class B Common StockSEC Table I · non-derivative | Direct | 9,631,441 |
Reported balance
Holding disclosure · report date 2025-01-30 · row 1
Holding and transaction disclosures are not merged.
1 source rowRow 1 · Balance 9,631,441 F1: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of Infinity Natural Resources, LLC ("INR LLC"), at the request of each holder, each Common Unit of INR LLC (together with the cancellation for no consideration of an equal number of shares of Class B Common Stock, par value $0.01 per share, of the Issuer) may be redeemed at INR LLC's election for (a) newly-issued shares of Class A Common Stock, par value $0.01 per share, of the Issuer on a one-for-one basis or (b) cash. The Common Units do not expire. Shares of Class B Common Stock do not represent economic interests in the Issuer. F2: The reported securities are directly held by NGP XI US Holdings, L.P. NGP XI Holdings GP, L.L.C. is the sole general partner of the NGP XI US Holdings, L.P. and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P. GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick, Philip Deutch and Jill Lampert serve on the Executive Committee of NGP Energy Capital Management, L.L.C. |
| Common Units of Infinity Natural Resources, LLCSEC Table II · derivative / convertible security | Direct | Not disclosed |
Reported balance
Holding disclosure · report date 2025-01-30 · row 2
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 2 · Balance Not disclosed F1: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of Infinity Natural Resources, LLC ("INR LLC"), at the request of each holder, each Common Unit of INR LLC (together with the cancellation for no consideration of an equal number of shares of Class B Common Stock, par value $0.01 per share, of the Issuer) may be redeemed at INR LLC's election for (a) newly-issued shares of Class A Common Stock, par value $0.01 per share, of the Issuer on a one-for-one basis or (b) cash. The Common Units do not expire. Shares of Class B Common Stock do not represent economic interests in the Issuer. F2: The reported securities are directly held by NGP XI US Holdings, L.P. NGP XI Holdings GP, L.L.C. is the sole general partner of the NGP XI US Holdings, L.P. and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P. GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick, Philip Deutch and Jill Lampert serve on the Executive Committee of NGP Energy Capital Management, L.L.C. |
Filing footnotes · ownership attribution and instrument terms
F1: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of Infinity Natural Resources, LLC ("INR LLC"), at the request of each holder, each Common Unit of INR LLC (together with the cancellation for no consideration of an equal number of shares of Class B Common Stock, par value $0.01 per share, of the Issuer) may be redeemed at INR LLC's election for (a) newly-issued shares of Class A Common Stock, par value $0.01 per share, of the Issuer on a one-for-one basis or (b) cash. The Common Units do not expire. Shares of Class B Common Stock do not represent economic interests in the Issuer.
F2: The reported securities are directly held by NGP XI US Holdings, L.P. NGP XI Holdings GP, L.L.C. is the sole general partner of the NGP XI US Holdings, L.P. and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P. GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick, Philip Deutch and Jill Lampert serve on the Executive Committee of NGP Energy Capital Management, L.L.C.
Past disclosures · reporting ended (3)
No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.
EXPAND ENERGY Corp
Report date November 12, 2019 · Filed November 13, 2019
Jointly reported with NGP Energy Capital Management, L.L.C., NGP XI Holdings GP, L.L.C., NGP Natural Resources XI, L.P., G.F.W. Energy XI, L.P., GFW XI, L.L.C.
Section 16 reporting ended · disclosed 2019-11-13. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2019-11-12 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2019-11-12 · Other · Disposed 139,559,070 · Balance 0 F1: On November 12, 2019, each of Esquisto Holdings, LLC ("Esquisto Holdings"), WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") and WHR Holdings, LLC ("WHR Holdings") distributed all shares of common stock, par value $0.01 per share ("Common Stock") of Chesapeake Energy Corporation ("Chesapeake") held by them to their equity holders, including NGP XI US Holdings, L.P. ("NGP XI US Holdings") and NGP X US Holdings, L.P. ("NGP X US Holdings"), on a pro rata basis in accordance with their respective ownership interests, with no consideration being paid in connection therewith. Immediately following such distribution, NGP XI US Holdings and NGP X US Holdings also made pro rata distributions of all shares of Common Stock of Chesapeake held by them to their unitholders in accordance with their respective ownership interests, with no consideration being paid in connection therewith. F2: Directly owned by Esquisto Holdings. F6: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F7: (Continued from Footnote 6) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F8: (Continued from Footnote 7) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. |
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2019-11-12 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 2 · 2019-11-12 · Other · Disposed 13,398,161 · Balance 0 F1: On November 12, 2019, each of Esquisto Holdings, LLC ("Esquisto Holdings"), WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") and WHR Holdings, LLC ("WHR Holdings") distributed all shares of common stock, par value $0.01 per share ("Common Stock") of Chesapeake Energy Corporation ("Chesapeake") held by them to their equity holders, including NGP XI US Holdings, L.P. ("NGP XI US Holdings") and NGP X US Holdings, L.P. ("NGP X US Holdings"), on a pro rata basis in accordance with their respective ownership interests, with no consideration being paid in connection therewith. Immediately following such distribution, NGP XI US Holdings and NGP X US Holdings also made pro rata distributions of all shares of Common Stock of Chesapeake held by them to their unitholders in accordance with their respective ownership interests, with no consideration being paid in connection therewith. F3: Directly owned by Acquisition Co. Holdings. F6: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F7: (Continued from Footnote 6) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F8: (Continued from Footnote 7) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. |
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2019-11-12 transaction · row 3
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 3 · 2019-11-12 · Other · Disposed 47,042,897 · Balance 0 F1: On November 12, 2019, each of Esquisto Holdings, LLC ("Esquisto Holdings"), WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") and WHR Holdings, LLC ("WHR Holdings") distributed all shares of common stock, par value $0.01 per share ("Common Stock") of Chesapeake Energy Corporation ("Chesapeake") held by them to their equity holders, including NGP XI US Holdings, L.P. ("NGP XI US Holdings") and NGP X US Holdings, L.P. ("NGP X US Holdings"), on a pro rata basis in accordance with their respective ownership interests, with no consideration being paid in connection therewith. Immediately following such distribution, NGP XI US Holdings and NGP X US Holdings also made pro rata distributions of all shares of Common Stock of Chesapeake held by them to their unitholders in accordance with their respective ownership interests, with no consideration being paid in connection therewith. F4: Directly owned by NGP XI US Holdings. Amount does not include potential indirect beneficial ownership of shares directly owned by Esquisto Holdings and Acquisition Co. Holdings. See Footnotes (6) through (8). F6: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F7: (Continued from Footnote 6) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F8: (Continued from Footnote 7) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. |
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2019-11-12 transaction · row 4
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 4 · 2019-11-12 · Other · Disposed 110,812,594 · Balance 0 F1: On November 12, 2019, each of Esquisto Holdings, LLC ("Esquisto Holdings"), WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") and WHR Holdings, LLC ("WHR Holdings") distributed all shares of common stock, par value $0.01 per share ("Common Stock") of Chesapeake Energy Corporation ("Chesapeake") held by them to their equity holders, including NGP XI US Holdings, L.P. ("NGP XI US Holdings") and NGP X US Holdings, L.P. ("NGP X US Holdings"), on a pro rata basis in accordance with their respective ownership interests, with no consideration being paid in connection therewith. Immediately following such distribution, NGP XI US Holdings and NGP X US Holdings also made pro rata distributions of all shares of Common Stock of Chesapeake held by them to their unitholders in accordance with their respective ownership interests, with no consideration being paid in connection therewith. F5: Directly owned by WHR Holdings. F9: WildHorse Investment Holdings, LLC ("WildHorse Investment Holdings") owns 100% of the capital interests in WHR Holdings. NGP X US Holdings owns 90.3% of WildHorse Investment Holdings, and certain former members of WildHorse Resource Development Corporation's management own the remaining 9.7%. As a result, NGP X US Holdings may be deemed to indirectly beneficially own the shares held by WHR Holdings. NGP X Holdings GP, L.L.C. ("NGP X Holdings GP") is the sole general partner of NGP X US Holdings. NGP Natural Resources X, L.P. ("NGP X") is the sole member of NGP X Holdings GP. G.F.W. Energy X, L.P. ("GFW X") is the sole general partner of NGP X. GFW X, L.L.C. ("GFW X GP") is the sole general partner of GFW X. F10: (Continued from Footnote 9) GFW X GP has delegated full power and authority to manage NGP X US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over the shares of Chesapeake common stock that WHR Holdings holds and therefore may also be deemed to be the beneficial owner of such shares. NGP ECM disclaims beneficial ownership of such shares in excess of its pecuniary interest therein. |
Filing footnotes · ownership attribution and instrument terms
F1: On November 12, 2019, each of Esquisto Holdings, LLC ("Esquisto Holdings"), WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") and WHR Holdings, LLC ("WHR Holdings") distributed all shares of common stock, par value $0.01 per share ("Common Stock") of Chesapeake Energy Corporation ("Chesapeake") held by them to their equity holders, including NGP XI US Holdings, L.P. ("NGP XI US Holdings") and NGP X US Holdings, L.P. ("NGP X US Holdings"), on a pro rata basis in accordance with their respective ownership interests, with no consideration being paid in connection therewith. Immediately following such distribution, NGP XI US Holdings and NGP X US Holdings also made pro rata distributions of all shares of Common Stock of Chesapeake held by them to their unitholders in accordance with their respective ownership interests, with no consideration being paid in connection therewith.
F2: Directly owned by Esquisto Holdings.
F3: Directly owned by Acquisition Co. Holdings.
F4: Directly owned by NGP XI US Holdings. Amount does not include potential indirect beneficial ownership of shares directly owned by Esquisto Holdings and Acquisition Co. Holdings. See Footnotes (6) through (8).
F5: Directly owned by WHR Holdings.
F6: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings.
F7: (Continued from Footnote 6) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose.
F8: (Continued from Footnote 7) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein.
F9: WildHorse Investment Holdings, LLC ("WildHorse Investment Holdings") owns 100% of the capital interests in WHR Holdings. NGP X US Holdings owns 90.3% of WildHorse Investment Holdings, and certain former members of WildHorse Resource Development Corporation's management own the remaining 9.7%. As a result, NGP X US Holdings may be deemed to indirectly beneficially own the shares held by WHR Holdings. NGP X Holdings GP, L.L.C. ("NGP X Holdings GP") is the sole general partner of NGP X US Holdings. NGP Natural Resources X, L.P. ("NGP X") is the sole member of NGP X Holdings GP. G.F.W. Energy X, L.P. ("GFW X") is the sole general partner of NGP X. GFW X, L.L.C. ("GFW X GP") is the sole general partner of GFW X.
F10: (Continued from Footnote 9) GFW X GP has delegated full power and authority to manage NGP X US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over the shares of Chesapeake common stock that WHR Holdings holds and therefore may also be deemed to be the beneficial owner of such shares. NGP ECM disclaims beneficial ownership of such shares in excess of its pecuniary interest therein.
Permian Resources Corp
Report date December 21, 2023 · Filed December 22, 2023
Jointly reported with NGP Pearl Holdings II, LLC, Luxe Energy, LLC
Section 16 reporting ended · disclosed 2023-12-22. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Class C Common StockSEC Table I · non-derivative | Direct | 11,981,377 |
Reported balance
After 2023-12-21 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2023-12-21 · Disposition to issuer · Disposed 6,806,960 · Balance 11,981,377 F1: At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of Permian Resources Corporation (the "Issuer") may be redeemed for newly-issued shares of Class A common stock of the Issuer on a one-for-one basis. The Common Units do not expire. F4: NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Class C Common StockSEC Table I · non-derivative | Direct | 5,980,938 |
Reported balance
After 2023-12-21 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 2 · 2023-12-21 · Disposition to issuer · Disposed 3,397,940 · Balance 5,980,938 F1: At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of Permian Resources Corporation (the "Issuer") may be redeemed for newly-issued shares of Class A common stock of the Issuer on a one-for-one basis. The Common Units do not expire. F5: NGP XII US Holdings, L.P. controls NGP Pearl Holdings II, L.L.C. NGP XII Holdings GP, L.L.C. is the sole general partner of NGP XII US Holdings, L.P., and NGP Natural Resources XII, L.P. is the sole member of NGP XII Holdings GP, L.L.C. G.F.W. Energy XII, L.P. is the sole general partner of NGP Natural Resources XII, L.P., and GFW XII, L.L.C. is the sole general partner of G.F.W. Energy XII, L.P. GFW XII, L.L.C. has delegated full power and authority to manage NGP XII US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Class C Common StockSEC Table I · non-derivative | Direct | 28,288,280 |
Reported balance
After 2023-12-21 transaction · row 3
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 3 · 2023-12-21 · Disposition to issuer · Disposed 16,071,376 · Balance 28,288,280 F1: At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of Permian Resources Corporation (the "Issuer") may be redeemed for newly-issued shares of Class A common stock of the Issuer on a one-for-one basis. The Common Units do not expire. F6: NGP XI US Holdings, LP controls Luxe Energy LLC. NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Class C Common StockSEC Table I · non-derivative | Direct | 11,397,923 |
Reported balance
After 2023-12-21 transaction · row 10
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 10 · 2023-12-21 · Disposition to issuer · Disposed 583,454 · Balance 11,397,923 F3: An aggregate of 2,252,252 Common Units were transferred to the Issuer by the reporting persons and a corresponding number of shares of Class C common stock of the Issuer were subsequently forfeited by the reporting persons and canceled by the Issuer in exchange for an amount per Common Unit of PRC/share of Class C common stock of the Issuer equal to the amount received by the reporting persons in the Offering as disclosed in Footnote 2 (the "Common Unit Repurchase"). The Common Unit Repurchase was made pursuant to a Repurchase Agreement, dated December 19, 2023 (the Repurchase Agreement), by and among the reporting persons, PRC and, for the purposes of consent to the transfer of Common Units, the Issuer. The Repurchase Agreement was specifically approved in advance by the Issuer's Audit Committee of the Board of Directors. The approval satisfied the requirements of Rule 16b-3(e) of the Securities Exchange Act of 1934, as amended. F4: NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Class C Common StockSEC Table I · non-derivative | Direct | 5,689,686 |
Reported balance
After 2023-12-21 transaction · row 11
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 11 · 2023-12-21 · Disposition to issuer · Disposed 291,252 · Balance 5,689,686 F3: An aggregate of 2,252,252 Common Units were transferred to the Issuer by the reporting persons and a corresponding number of shares of Class C common stock of the Issuer were subsequently forfeited by the reporting persons and canceled by the Issuer in exchange for an amount per Common Unit of PRC/share of Class C common stock of the Issuer equal to the amount received by the reporting persons in the Offering as disclosed in Footnote 2 (the "Common Unit Repurchase"). The Common Unit Repurchase was made pursuant to a Repurchase Agreement, dated December 19, 2023 (the Repurchase Agreement), by and among the reporting persons, PRC and, for the purposes of consent to the transfer of Common Units, the Issuer. The Repurchase Agreement was specifically approved in advance by the Issuer's Audit Committee of the Board of Directors. The approval satisfied the requirements of Rule 16b-3(e) of the Securities Exchange Act of 1934, as amended. F5: NGP XII US Holdings, L.P. controls NGP Pearl Holdings II, L.L.C. NGP XII Holdings GP, L.L.C. is the sole general partner of NGP XII US Holdings, L.P., and NGP Natural Resources XII, L.P. is the sole member of NGP XII Holdings GP, L.L.C. G.F.W. Energy XII, L.P. is the sole general partner of NGP Natural Resources XII, L.P., and GFW XII, L.L.C. is the sole general partner of G.F.W. Energy XII, L.P. GFW XII, L.L.C. has delegated full power and authority to manage NGP XII US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Class C Common StockSEC Table I · non-derivative | Direct | 26,910,734 |
Reported balance
After 2023-12-21 transaction · row 12
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 12 · 2023-12-21 · Disposition to issuer · Disposed 1,377,546 · Balance 26,910,734 F3: An aggregate of 2,252,252 Common Units were transferred to the Issuer by the reporting persons and a corresponding number of shares of Class C common stock of the Issuer were subsequently forfeited by the reporting persons and canceled by the Issuer in exchange for an amount per Common Unit of PRC/share of Class C common stock of the Issuer equal to the amount received by the reporting persons in the Offering as disclosed in Footnote 2 (the "Common Unit Repurchase"). The Common Unit Repurchase was made pursuant to a Repurchase Agreement, dated December 19, 2023 (the Repurchase Agreement), by and among the reporting persons, PRC and, for the purposes of consent to the transfer of Common Units, the Issuer. The Repurchase Agreement was specifically approved in advance by the Issuer's Audit Committee of the Board of Directors. The approval satisfied the requirements of Rule 16b-3(e) of the Securities Exchange Act of 1934, as amended. F6: NGP XI US Holdings, LP controls Luxe Energy LLC. NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Class A Common StockSEC Table I · non-derivative | Direct | 6,806,960 |
Reported balance
After 2023-12-21 transaction · row 4
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 4 · 2023-12-21 · Conversion · Acquired 6,806,960 · Balance 6,806,960 F1: At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of Permian Resources Corporation (the "Issuer") may be redeemed for newly-issued shares of Class A common stock of the Issuer on a one-for-one basis. The Common Units do not expire. F4: NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Class A Common StockSEC Table I · non-derivative | Direct | 3,397,940 |
Reported balance
After 2023-12-21 transaction · row 5
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 5 · 2023-12-21 · Conversion · Acquired 3,397,940 · Balance 3,397,940 F1: At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of Permian Resources Corporation (the "Issuer") may be redeemed for newly-issued shares of Class A common stock of the Issuer on a one-for-one basis. The Common Units do not expire. F5: NGP XII US Holdings, L.P. controls NGP Pearl Holdings II, L.L.C. NGP XII Holdings GP, L.L.C. is the sole general partner of NGP XII US Holdings, L.P., and NGP Natural Resources XII, L.P. is the sole member of NGP XII Holdings GP, L.L.C. G.F.W. Energy XII, L.P. is the sole general partner of NGP Natural Resources XII, L.P., and GFW XII, L.L.C. is the sole general partner of G.F.W. Energy XII, L.P. GFW XII, L.L.C. has delegated full power and authority to manage NGP XII US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Class A Common StockSEC Table I · non-derivative | Direct | 16,071,376 |
Reported balance
After 2023-12-21 transaction · row 6
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 6 · 2023-12-21 · Conversion · Acquired 16,071,376 · Balance 16,071,376 F1: At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of Permian Resources Corporation (the "Issuer") may be redeemed for newly-issued shares of Class A common stock of the Issuer on a one-for-one basis. The Common Units do not expire. F6: NGP XI US Holdings, LP controls Luxe Energy LLC. NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Class A Common StockSEC Table I · non-derivative | Direct | 0 |
Reported balance
After 2023-12-21 transaction · row 7
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 7 · 2023-12-21 · Sale · Disposed 6,806,960 · Balance 0 F2: This amount represents the $12.93 price per share of Class A common stock of the Company sold by NGP XI US Holdings, L.P., NGP Pearl Holdings II, L.L.C. and Luxe Energy LLC in connection with an underwritten public offering (the "Offering"). F4: NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Class A Common StockSEC Table I · non-derivative | Direct | 0 |
Reported balance
After 2023-12-21 transaction · row 8
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 8 · 2023-12-21 · Sale · Disposed 3,397,940 · Balance 0 F2: This amount represents the $12.93 price per share of Class A common stock of the Company sold by NGP XI US Holdings, L.P., NGP Pearl Holdings II, L.L.C. and Luxe Energy LLC in connection with an underwritten public offering (the "Offering"). F5: NGP XII US Holdings, L.P. controls NGP Pearl Holdings II, L.L.C. NGP XII Holdings GP, L.L.C. is the sole general partner of NGP XII US Holdings, L.P., and NGP Natural Resources XII, L.P. is the sole member of NGP XII Holdings GP, L.L.C. G.F.W. Energy XII, L.P. is the sole general partner of NGP Natural Resources XII, L.P., and GFW XII, L.L.C. is the sole general partner of G.F.W. Energy XII, L.P. GFW XII, L.L.C. has delegated full power and authority to manage NGP XII US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Class A Common StockSEC Table I · non-derivative | Direct | 0 |
Reported balance
After 2023-12-21 transaction · row 9
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 9 · 2023-12-21 · Sale · Disposed 16,071,376 · Balance 0 F2: This amount represents the $12.93 price per share of Class A common stock of the Company sold by NGP XI US Holdings, L.P., NGP Pearl Holdings II, L.L.C. and Luxe Energy LLC in connection with an underwritten public offering (the "Offering"). F6: NGP XI US Holdings, LP controls Luxe Energy LLC. NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Common UnitsSEC Table II · derivative / convertible security | Direct | 11,981,377 |
Reported balance
After 2023-12-21 transaction · row 13
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 13 · 2023-12-21 · Conversion · Disposed 6,806,960 · Balance 11,981,377 F1: At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of Permian Resources Corporation (the "Issuer") may be redeemed for newly-issued shares of Class A common stock of the Issuer on a one-for-one basis. The Common Units do not expire. F4: NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Common UnitsSEC Table II · derivative / convertible security | Direct | 5,980,938 |
Reported balance
After 2023-12-21 transaction · row 14
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 14 · 2023-12-21 · Conversion · Disposed 3,397,940 · Balance 5,980,938 F1: At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of Permian Resources Corporation (the "Issuer") may be redeemed for newly-issued shares of Class A common stock of the Issuer on a one-for-one basis. The Common Units do not expire. F5: NGP XII US Holdings, L.P. controls NGP Pearl Holdings II, L.L.C. NGP XII Holdings GP, L.L.C. is the sole general partner of NGP XII US Holdings, L.P., and NGP Natural Resources XII, L.P. is the sole member of NGP XII Holdings GP, L.L.C. G.F.W. Energy XII, L.P. is the sole general partner of NGP Natural Resources XII, L.P., and GFW XII, L.L.C. is the sole general partner of G.F.W. Energy XII, L.P. GFW XII, L.L.C. has delegated full power and authority to manage NGP XII US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Common UnitsSEC Table II · derivative / convertible security | Direct | 28,288,280 |
Reported balance
After 2023-12-21 transaction · row 15
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 15 · 2023-12-21 · Conversion · Disposed 16,071,376 · Balance 28,288,280 F1: At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of Permian Resources Corporation (the "Issuer") may be redeemed for newly-issued shares of Class A common stock of the Issuer on a one-for-one basis. The Common Units do not expire. F6: NGP XI US Holdings, LP controls Luxe Energy LLC. NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Common UnitsSEC Table II · derivative / convertible security | Direct | 11,397,923 |
Reported balance
After 2023-12-21 transaction · row 16
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 16 · 2023-12-21 · Disposition to issuer · Disposed 583,454 · Balance 11,397,923 F3: An aggregate of 2,252,252 Common Units were transferred to the Issuer by the reporting persons and a corresponding number of shares of Class C common stock of the Issuer were subsequently forfeited by the reporting persons and canceled by the Issuer in exchange for an amount per Common Unit of PRC/share of Class C common stock of the Issuer equal to the amount received by the reporting persons in the Offering as disclosed in Footnote 2 (the "Common Unit Repurchase"). The Common Unit Repurchase was made pursuant to a Repurchase Agreement, dated December 19, 2023 (the Repurchase Agreement), by and among the reporting persons, PRC and, for the purposes of consent to the transfer of Common Units, the Issuer. The Repurchase Agreement was specifically approved in advance by the Issuer's Audit Committee of the Board of Directors. The approval satisfied the requirements of Rule 16b-3(e) of the Securities Exchange Act of 1934, as amended. F1: At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of Permian Resources Corporation (the "Issuer") may be redeemed for newly-issued shares of Class A common stock of the Issuer on a one-for-one basis. The Common Units do not expire. F4: NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Common UnitsSEC Table II · derivative / convertible security | Direct | 5,689,686 |
Reported balance
After 2023-12-21 transaction · row 17
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 17 · 2023-12-21 · Disposition to issuer · Disposed 291,252 · Balance 5,689,686 F3: An aggregate of 2,252,252 Common Units were transferred to the Issuer by the reporting persons and a corresponding number of shares of Class C common stock of the Issuer were subsequently forfeited by the reporting persons and canceled by the Issuer in exchange for an amount per Common Unit of PRC/share of Class C common stock of the Issuer equal to the amount received by the reporting persons in the Offering as disclosed in Footnote 2 (the "Common Unit Repurchase"). The Common Unit Repurchase was made pursuant to a Repurchase Agreement, dated December 19, 2023 (the Repurchase Agreement), by and among the reporting persons, PRC and, for the purposes of consent to the transfer of Common Units, the Issuer. The Repurchase Agreement was specifically approved in advance by the Issuer's Audit Committee of the Board of Directors. The approval satisfied the requirements of Rule 16b-3(e) of the Securities Exchange Act of 1934, as amended. F1: At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of Permian Resources Corporation (the "Issuer") may be redeemed for newly-issued shares of Class A common stock of the Issuer on a one-for-one basis. The Common Units do not expire. F5: NGP XII US Holdings, L.P. controls NGP Pearl Holdings II, L.L.C. NGP XII Holdings GP, L.L.C. is the sole general partner of NGP XII US Holdings, L.P., and NGP Natural Resources XII, L.P. is the sole member of NGP XII Holdings GP, L.L.C. G.F.W. Energy XII, L.P. is the sole general partner of NGP Natural Resources XII, L.P., and GFW XII, L.L.C. is the sole general partner of G.F.W. Energy XII, L.P. GFW XII, L.L.C. has delegated full power and authority to manage NGP XII US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
| Common UnitsSEC Table II · derivative / convertible security | Direct | 26,910,734 |
Reported balance
After 2023-12-21 transaction · row 18
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 18 · 2023-12-21 · Disposition to issuer · Disposed 1,377,546 · Balance 26,910,734 F3: An aggregate of 2,252,252 Common Units were transferred to the Issuer by the reporting persons and a corresponding number of shares of Class C common stock of the Issuer were subsequently forfeited by the reporting persons and canceled by the Issuer in exchange for an amount per Common Unit of PRC/share of Class C common stock of the Issuer equal to the amount received by the reporting persons in the Offering as disclosed in Footnote 2 (the "Common Unit Repurchase"). The Common Unit Repurchase was made pursuant to a Repurchase Agreement, dated December 19, 2023 (the Repurchase Agreement), by and among the reporting persons, PRC and, for the purposes of consent to the transfer of Common Units, the Issuer. The Repurchase Agreement was specifically approved in advance by the Issuer's Audit Committee of the Board of Directors. The approval satisfied the requirements of Rule 16b-3(e) of the Securities Exchange Act of 1934, as amended. F1: At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of Permian Resources Corporation (the "Issuer") may be redeemed for newly-issued shares of Class A common stock of the Issuer on a one-for-one basis. The Common Units do not expire. F6: NGP XI US Holdings, LP controls Luxe Energy LLC. NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C. F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. |
Filing footnotes · ownership attribution and instrument terms
F1: At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of Permian Resources Corporation (the "Issuer") may be redeemed for newly-issued shares of Class A common stock of the Issuer on a one-for-one basis. The Common Units do not expire.
F2: This amount represents the $12.93 price per share of Class A common stock of the Company sold by NGP XI US Holdings, L.P., NGP Pearl Holdings II, L.L.C. and Luxe Energy LLC in connection with an underwritten public offering (the "Offering").
F3: An aggregate of 2,252,252 Common Units were transferred to the Issuer by the reporting persons and a corresponding number of shares of Class C common stock of the Issuer were subsequently forfeited by the reporting persons and canceled by the Issuer in exchange for an amount per Common Unit of PRC/share of Class C common stock of the Issuer equal to the amount received by the reporting persons in the Offering as disclosed in Footnote 2 (the "Common Unit Repurchase"). The Common Unit Repurchase was made pursuant to a Repurchase Agreement, dated December 19, 2023 (the Repurchase Agreement), by and among the reporting persons, PRC and, for the purposes of consent to the transfer of Common Units, the Issuer. The Repurchase Agreement was specifically approved in advance by the Issuer's Audit Committee of the Board of Directors. The approval satisfied the requirements of Rule 16b-3(e) of the Securities Exchange Act of 1934, as amended.
F4: NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C.
F5: NGP XII US Holdings, L.P. controls NGP Pearl Holdings II, L.L.C. NGP XII Holdings GP, L.L.C. is the sole general partner of NGP XII US Holdings, L.P., and NGP Natural Resources XII, L.P. is the sole member of NGP XII Holdings GP, L.L.C. G.F.W. Energy XII, L.P. is the sole general partner of NGP Natural Resources XII, L.P., and GFW XII, L.L.C. is the sole general partner of G.F.W. Energy XII, L.P. GFW XII, L.L.C. has delegated full power and authority to manage NGP XII US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C.
F6: NGP XI US Holdings, LP controls Luxe Energy LLC. NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members on the Executive Committee of NGP Energy Capital Management, L.L.C.
F7: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Issuer held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4.
WildHorse Resource Development Corp
Report date February 01, 2019 · Filed February 05, 2019
Jointly reported with NGP XI Holdings GP, L.L.C., NGP Natural Resources XI, L.P., G.F.W. Energy XI, L.P., GFW XI, L.L.C., NGP Energy Capital Management, L.L.C.
Section 16 reporting ended · disclosed 2019-02-05. 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 2019-02-01 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2019-02-01 · Disposition to issuer · Disposed 9,000,000 · Balance 0 F1: On February 1, 2019, pursuant to the Agreement and Plan of Merger dated as of October 29, 2018 (the "Merger Agreement"), by and among WildHorse Resource Development Corporation (the "Company"), Chesapeake Energy Corporation ("Chesapeake") and Coleburn Inc. ("Merger Sub"), as amended, Merger Sub merged with an into the Company (the "Merger"), with the Company surviving the Merger and continuing as a wholly-owned subsidiary of Chesapeake. F2: Pursuant to the Merger Agreement, each share of Company common stock issued and outstanding prior to the effective time of the Merger owned by the Reporting Person was converted at such time into the right to receive either (i) 5.336 shares of Chesapeake common stock and $3.00 in cash, or (ii) 5.989 shares of Chesapeake common stock, in each case, with cash in lieu for any fractional shares. The closing price per share of Chesapeake common stock on the day prior to the effective date of the Merger was $2.85. F3: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into a Master Contribution Agreement, pursuant to which, immediately prior to the closing of the Company's initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Company in exchange for shares of the Company's common stock. F4: (Continued from Footnote 3) Immediately prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings held 26,699,709 shares and 2,563,266 shares of common stock of the Company, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. F5: (Continued from Footnote 4) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F6: Prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings were parties to a Stockholders' Agreement (the "Stockholders' Agreement"), pursuant to which, each of the parties thereto agreed, among other things, to cause the shares of Company common stock and any equity securities of the Comapny held by such party to be voted for the individuals properly designated by the parties to the Stockholders' Agreement for election to the Company's board of directors. As a result, the parties thereto may have been deemed to be members of a group holding over 10% of the outstanding common stock of the Company (the "Group") for the purposes of Section 13(d)(3) of the Exchange Act of 1934, as amended (the "Exchange Act"). F7: NGP XI US Holdings disclaims beneficial ownership of the shares of Company common stock held by the members of the Group, except to the extent of its pecuniary interest therein, and this statement shall not be construed as an admission that NGP XI US Holdings is or was the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. |
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2019-02-01 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 2 · 2019-02-01 · Disposition to issuer · Disposed 29,262,975 · Balance 0 F3: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into a Master Contribution Agreement, pursuant to which, immediately prior to the closing of the Company's initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Company in exchange for shares of the Company's common stock. F4: (Continued from Footnote 3) Immediately prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings held 26,699,709 shares and 2,563,266 shares of common stock of the Company, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. F5: (Continued from Footnote 4) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F1: On February 1, 2019, pursuant to the Agreement and Plan of Merger dated as of October 29, 2018 (the "Merger Agreement"), by and among WildHorse Resource Development Corporation (the "Company"), Chesapeake Energy Corporation ("Chesapeake") and Coleburn Inc. ("Merger Sub"), as amended, Merger Sub merged with an into the Company (the "Merger"), with the Company surviving the Merger and continuing as a wholly-owned subsidiary of Chesapeake. F2: Pursuant to the Merger Agreement, each share of Company common stock issued and outstanding prior to the effective time of the Merger owned by the Reporting Person was converted at such time into the right to receive either (i) 5.336 shares of Chesapeake common stock and $3.00 in cash, or (ii) 5.989 shares of Chesapeake common stock, in each case, with cash in lieu for any fractional shares. The closing price per share of Chesapeake common stock on the day prior to the effective date of the Merger was $2.85. F6: Prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings were parties to a Stockholders' Agreement (the "Stockholders' Agreement"), pursuant to which, each of the parties thereto agreed, among other things, to cause the shares of Company common stock and any equity securities of the Comapny held by such party to be voted for the individuals properly designated by the parties to the Stockholders' Agreement for election to the Company's board of directors. As a result, the parties thereto may have been deemed to be members of a group holding over 10% of the outstanding common stock of the Company (the "Group") for the purposes of Section 13(d)(3) of the Exchange Act of 1934, as amended (the "Exchange Act"). F7: NGP XI US Holdings disclaims beneficial ownership of the shares of Company common stock held by the members of the Group, except to the extent of its pecuniary interest therein, and this statement shall not be construed as an admission that NGP XI US Holdings is or was the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. |
Filing footnotes · ownership attribution and instrument terms
F1: On February 1, 2019, pursuant to the Agreement and Plan of Merger dated as of October 29, 2018 (the "Merger Agreement"), by and among WildHorse Resource Development Corporation (the "Company"), Chesapeake Energy Corporation ("Chesapeake") and Coleburn Inc. ("Merger Sub"), as amended, Merger Sub merged with an into the Company (the "Merger"), with the Company surviving the Merger and continuing as a wholly-owned subsidiary of Chesapeake.
F2: Pursuant to the Merger Agreement, each share of Company common stock issued and outstanding prior to the effective time of the Merger owned by the Reporting Person was converted at such time into the right to receive either (i) 5.336 shares of Chesapeake common stock and $3.00 in cash, or (ii) 5.989 shares of Chesapeake common stock, in each case, with cash in lieu for any fractional shares. The closing price per share of Chesapeake common stock on the day prior to the effective date of the Merger was $2.85.
F3: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into a Master Contribution Agreement, pursuant to which, immediately prior to the closing of the Company's initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Company in exchange for shares of the Company's common stock.
F4: (Continued from Footnote 3) Immediately prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings held 26,699,709 shares and 2,563,266 shares of common stock of the Company, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein.
F5: (Continued from Footnote 4) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein.
F6: Prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings were parties to a Stockholders' Agreement (the "Stockholders' Agreement"), pursuant to which, each of the parties thereto agreed, among other things, to cause the shares of Company common stock and any equity securities of the Comapny held by such party to be voted for the individuals properly designated by the parties to the Stockholders' Agreement for election to the Company's board of directors. As a result, the parties thereto may have been deemed to be members of a group holding over 10% of the outstanding common stock of the Company (the "Group") for the purposes of Section 13(d)(3) of the Exchange Act of 1934, as amended (the "Exchange Act").
F7: NGP XI US Holdings disclaims beneficial ownership of the shares of Company common stock held by the members of the Group, except to the extent of its pecuniary interest therein, and this statement shall not be construed as an admission that NGP XI US Holdings is or was the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose.
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 |
|---|---|---|---|---|---|---|
| March 10, 2023 Filed Mar 14, 2023 16:25 UTC | Permian Resources Corp PR · Entity 2521 | ConversionClass A Common Stock | 4,482,902 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-23-008410 · doc4.xml · nonDerivative · entry 4 NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP Pearl Holdings II, LLC · CIK 0001944741 · 10% owner Luxe Energy, LLC · CIK 0001944739 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 4,482,902 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: At the request of the Reporting Person, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F1 · price: At the request of the Reporting Person, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F4 · ownership.direct: NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members of the Executive Committee of NGP Energy Capital Management, L.L.C. F7 · ownership.direct: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Company held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. Read SEC document |
| March 10, 2023 Filed Mar 14, 2023 16:25 UTC | Permian Resources Corp PR · Entity 2521 | Disposition to issuerClass C Common Stock | 10,584,225 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-23-008410 · doc4.xml · nonDerivative · entry 3 NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP Pearl Holdings II, LLC · CIK 0001944741 · 10% owner Luxe Energy, LLC · CIK 0001944739 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 62,474,625 F1 · kind: At the request of the Reporting Person, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F1 · price: At the request of the Reporting Person, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F6 · ownership.direct: NGP XI US Holdings, LP controls Luxe Energy, LLC. NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members of the Executive Committee of NGP Energy Capital Management, L.L.C. F7 · ownership.direct: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Company held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. Read SEC document |
| March 10, 2023 Filed Mar 14, 2023 16:25 UTC | Permian Resources Corp PR · Entity 2521 | Disposition to issuerClass C Common Stock | 2,237,803 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-23-008410 · doc4.xml · nonDerivative · entry 2 NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP Pearl Holdings II, LLC · CIK 0001944741 · 10% owner Luxe Energy, LLC · CIK 0001944739 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 13,208,892 F1 · kind: At the request of the Reporting Person, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F1 · price: At the request of the Reporting Person, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F5 · ownership.direct: NGP XII US Holdings, L.P. controls NGP Pearl Holdings II, LLC. NGP XII Holdings GP, L.L.C. is the sole general partner of NGP XII US Holdings, L.P., and NGP Natural Resources XII, L.P. is the sole member of NGP XII Holdings GP, L.L.C. G.F.W. Energy XII, L.P. is the sole general partner of NGP Natural Resources XII, L.P., and GFW XII, L.L.C. is the sole general partner of G.F.W. Energy XII, L.P. GFW XII, L.L.C. has delegated full power and authority to manage NGP XII US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members of the Executive Committee of NGP Energy Capital Management, L.L.C. F7 · ownership.direct: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Company held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. Read SEC document |
| March 10, 2023 Filed Mar 14, 2023 16:25 UTC | Permian Resources Corp PR · Entity 2521 | Disposition to issuerClass C Common Stock | 4,482,902 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-23-008410 · doc4.xml · nonDerivative · entry 1 NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP Pearl Holdings II, LLC · CIK 0001944741 · 10% owner Luxe Energy, LLC · CIK 0001944739 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 26,460,854 F1 · kind: At the request of the Reporting Person, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F1 · price: At the request of the Reporting Person, each common unit of Permian Resources Operating, LLC ("PRC") (such common units, "Common Units") and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F4 · ownership.direct: NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve as voting members of the Executive Committee of NGP Energy Capital Management, L.L.C. F7 · ownership.direct: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Company held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. Read SEC document |
| September 01, 2022 Filed Sep 6, 2022 21:08 UTC | Permian Resources Corp PR · Entity 2521 | GrantCommon Units · Derivative | 73,058,850 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001104659-22-097989 · tm2225173-3_4seq1.xml · derivative · entry 3 NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP Pearl Holdings II, LLC · CIK 0001944741 · 10% owner Luxe Energy, LLC · CIK 0001944739 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 73,058,850 Underlying: Class A Common Stock · 73,058,850 shares Expires not disclosed F2 · derivative.exercise_price: At the request of the reporting person, each Common Unit of PRC and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F1 · kind: The securities were acquired in connection with the business combination of Centennial Resource Development, Inc. a Delaware corporation ("Centennial") and Colgate Energy Partners III, LLC ("Colgate") pursuant to that certain Business Combination Agreement, dated as of May 19, 2022 (the "Business Combination Agreement"), by and among Centennial, Centennial Resource Production, LLC, a Delaware limited liability company ("CRP"), Colgate, and, solely for purposes of the specified provisions therein, Colgate Energy Partners III MidCo, LLC, a Delaware limited liability company, pursuant to which CRP merged with and into Colgate (the "Merger"), with CRP surviving the Merger and continuing as a subsidiary of Centennial. Upon consummation of the Merger, Centennial was renamed Permian Resources Corporation (the "Company") and CRP was renamed Permian Resources Operating, LLC ("PRC"). F1 · price: The securities were acquired in connection with the business combination of Centennial Resource Development, Inc. a Delaware corporation ("Centennial") and Colgate Energy Partners III, LLC ("Colgate") pursuant to that certain Business Combination Agreement, dated as of May 19, 2022 (the "Business Combination Agreement"), by and among Centennial, Centennial Resource Production, LLC, a Delaware limited liability company ("CRP"), Colgate, and, solely for purposes of the specified provisions therein, Colgate Energy Partners III MidCo, LLC, a Delaware limited liability company, pursuant to which CRP merged with and into Colgate (the "Merger"), with CRP surviving the Merger and continuing as a subsidiary of Centennial. Upon consummation of the Merger, Centennial was renamed Permian Resources Corporation (the "Company") and CRP was renamed Permian Resources Operating, LLC ("PRC"). F2 · price: At the request of the reporting person, each Common Unit of PRC and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F2 · derivative.exercise_date: At the request of the reporting person, each Common Unit of PRC and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F2 · derivative.expiration_date: At the request of the reporting person, each Common Unit of PRC and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F5 · ownership.direct: 73,058,850 Common Units of PRC and corresponding shares of Class C common stock of the Company are held by Luxe Energy, LLC. NGP XI US Holdings, LP controls Luxe Energy, LLC. NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve on the Executive Committee of NGP Energy Capital Management, L.L.C. F6 · ownership.direct: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Company held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. Read SEC document |
| September 01, 2022 Filed Sep 6, 2022 21:08 UTC | Permian Resources Corp PR · Entity 2521 | GrantCommon Units · Derivative | 15,446,695 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001104659-22-097989 · tm2225173-3_4seq1.xml · derivative · entry 2 NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP Pearl Holdings II, LLC · CIK 0001944741 · 10% owner Luxe Energy, LLC · CIK 0001944739 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 15,446,695 Underlying: Class A Common Stock · 15,446,695 shares Expires not disclosed F2 · derivative.exercise_price: At the request of the reporting person, each Common Unit of PRC and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F1 · kind: The securities were acquired in connection with the business combination of Centennial Resource Development, Inc. a Delaware corporation ("Centennial") and Colgate Energy Partners III, LLC ("Colgate") pursuant to that certain Business Combination Agreement, dated as of May 19, 2022 (the "Business Combination Agreement"), by and among Centennial, Centennial Resource Production, LLC, a Delaware limited liability company ("CRP"), Colgate, and, solely for purposes of the specified provisions therein, Colgate Energy Partners III MidCo, LLC, a Delaware limited liability company, pursuant to which CRP merged with and into Colgate (the "Merger"), with CRP surviving the Merger and continuing as a subsidiary of Centennial. Upon consummation of the Merger, Centennial was renamed Permian Resources Corporation (the "Company") and CRP was renamed Permian Resources Operating, LLC ("PRC"). F1 · price: The securities were acquired in connection with the business combination of Centennial Resource Development, Inc. a Delaware corporation ("Centennial") and Colgate Energy Partners III, LLC ("Colgate") pursuant to that certain Business Combination Agreement, dated as of May 19, 2022 (the "Business Combination Agreement"), by and among Centennial, Centennial Resource Production, LLC, a Delaware limited liability company ("CRP"), Colgate, and, solely for purposes of the specified provisions therein, Colgate Energy Partners III MidCo, LLC, a Delaware limited liability company, pursuant to which CRP merged with and into Colgate (the "Merger"), with CRP surviving the Merger and continuing as a subsidiary of Centennial. Upon consummation of the Merger, Centennial was renamed Permian Resources Corporation (the "Company") and CRP was renamed Permian Resources Operating, LLC ("PRC"). F2 · price: At the request of the reporting person, each Common Unit of PRC and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F2 · derivative.exercise_date: At the request of the reporting person, each Common Unit of PRC and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F2 · derivative.expiration_date: At the request of the reporting person, each Common Unit of PRC and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F4 · ownership.direct: 15,446,695 Common Units of PRC and corresponding shares of Class C common stock of the Company are held by NGP Pearl Holdings II, LLC. NGP XII US Holdings, L.P. controls NGP Pearl Holdings II, LLC. NGP XII Holdings GP, L.L.C. is the sole general partner of NGP XII US Holdings, L.P., and NGP Natural Resources XII, L.P. is the sole member of NGP XII Holdings GP, L.L.C. G.F.W. Energy XII, L.P. is the sole general partner of NGP Natural Resources XII, L.P., and GFW XII, L.L.C. is the sole general partner of G.F.W. Energy XII, L.P. GFW XII, L.L.C. has delegated full power and authority to manage NGP XII US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve on the Executive Committee of NGP Energy Capital Management, L.L.C. F6 · ownership.direct: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Company held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. Read SEC document |
| September 01, 2022 Filed Sep 6, 2022 21:08 UTC | Permian Resources Corp PR · Entity 2521 | GrantCommon Units · Derivative | 30,943,756 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001104659-22-097989 · tm2225173-3_4seq1.xml · derivative · entry 1 NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP Pearl Holdings II, LLC · CIK 0001944741 · 10% owner Luxe Energy, LLC · CIK 0001944739 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 30,943,756 Underlying: Class A Common Stock · 30,943,756 shares Expires not disclosed F2 · derivative.exercise_price: At the request of the reporting person, each Common Unit of PRC and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F1 · kind: The securities were acquired in connection with the business combination of Centennial Resource Development, Inc. a Delaware corporation ("Centennial") and Colgate Energy Partners III, LLC ("Colgate") pursuant to that certain Business Combination Agreement, dated as of May 19, 2022 (the "Business Combination Agreement"), by and among Centennial, Centennial Resource Production, LLC, a Delaware limited liability company ("CRP"), Colgate, and, solely for purposes of the specified provisions therein, Colgate Energy Partners III MidCo, LLC, a Delaware limited liability company, pursuant to which CRP merged with and into Colgate (the "Merger"), with CRP surviving the Merger and continuing as a subsidiary of Centennial. Upon consummation of the Merger, Centennial was renamed Permian Resources Corporation (the "Company") and CRP was renamed Permian Resources Operating, LLC ("PRC"). F1 · price: The securities were acquired in connection with the business combination of Centennial Resource Development, Inc. a Delaware corporation ("Centennial") and Colgate Energy Partners III, LLC ("Colgate") pursuant to that certain Business Combination Agreement, dated as of May 19, 2022 (the "Business Combination Agreement"), by and among Centennial, Centennial Resource Production, LLC, a Delaware limited liability company ("CRP"), Colgate, and, solely for purposes of the specified provisions therein, Colgate Energy Partners III MidCo, LLC, a Delaware limited liability company, pursuant to which CRP merged with and into Colgate (the "Merger"), with CRP surviving the Merger and continuing as a subsidiary of Centennial. Upon consummation of the Merger, Centennial was renamed Permian Resources Corporation (the "Company") and CRP was renamed Permian Resources Operating, LLC ("PRC"). F2 · price: At the request of the reporting person, each Common Unit of PRC and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F2 · derivative.exercise_date: At the request of the reporting person, each Common Unit of PRC and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F2 · derivative.expiration_date: At the request of the reporting person, each Common Unit of PRC and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. F3 · ownership.direct: 30,943,756 Common Units of PRC and corresponding shares of Class C common stock of the Company are held by NGP XI US Holdings, L.P. NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve on the Executive Committee of NGP Energy Capital Management, L.L.C. F6 · ownership.direct: The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Company held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. Read SEC document |
| November 12, 2019 Filed Nov 13, 2019 02:08 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | OtherCommon Stock | 110,812,594 | $0.00 | $0.00 |
DisclosureSEC source: 0001104659-19-062809 · a4.xml · nonDerivative · entry 4 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 0 F1 · kind: On November 12, 2019, each of Esquisto Holdings, LLC ("Esquisto Holdings"), WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") and WHR Holdings, LLC ("WHR Holdings") distributed all shares of common stock, par value $0.01 per share ("Common Stock") of Chesapeake Energy Corporation ("Chesapeake") held by them to their equity holders, including NGP XI US Holdings, L.P. ("NGP XI US Holdings") and NGP X US Holdings, L.P. ("NGP X US Holdings"), on a pro rata basis in accordance with their respective ownership interests, with no consideration being paid in connection therewith. Immediately following such distribution, NGP XI US Holdings and NGP X US Holdings also made pro rata distributions of all shares of Common Stock of Chesapeake held by them to their unitholders in accordance with their respective ownership interests, with no consideration being paid in connection therewith. F1 · price: On November 12, 2019, each of Esquisto Holdings, LLC ("Esquisto Holdings"), WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") and WHR Holdings, LLC ("WHR Holdings") distributed all shares of common stock, par value $0.01 per share ("Common Stock") of Chesapeake Energy Corporation ("Chesapeake") held by them to their equity holders, including NGP XI US Holdings, L.P. ("NGP XI US Holdings") and NGP X US Holdings, L.P. ("NGP X US Holdings"), on a pro rata basis in accordance with their respective ownership interests, with no consideration being paid in connection therewith. Immediately following such distribution, NGP XI US Holdings and NGP X US Holdings also made pro rata distributions of all shares of Common Stock of Chesapeake held by them to their unitholders in accordance with their respective ownership interests, with no consideration being paid in connection therewith. F5 · ownership.nature: Directly owned by WHR Holdings. F9 · ownership.nature: WildHorse Investment Holdings, LLC ("WildHorse Investment Holdings") owns 100% of the capital interests in WHR Holdings. NGP X US Holdings owns 90.3% of WildHorse Investment Holdings, and certain former members of WildHorse Resource Development Corporation's management own the remaining 9.7%. As a result, NGP X US Holdings may be deemed to indirectly beneficially own the shares held by WHR Holdings. NGP X Holdings GP, L.L.C. ("NGP X Holdings GP") is the sole general partner of NGP X US Holdings. NGP Natural Resources X, L.P. ("NGP X") is the sole member of NGP X Holdings GP. G.F.W. Energy X, L.P. ("GFW X") is the sole general partner of NGP X. GFW X, L.L.C. ("GFW X GP") is the sole general partner of GFW X. F10 · ownership.nature: (Continued from Footnote 9) GFW X GP has delegated full power and authority to manage NGP X US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over the shares of Chesapeake common stock that WHR Holdings holds and therefore may also be deemed to be the beneficial owner of such shares. NGP ECM disclaims beneficial ownership of such shares in excess of its pecuniary interest therein. Read SEC document |
| November 12, 2019 Filed Nov 13, 2019 02:08 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | OtherCommon Stock | 47,042,897 | $0.00 | $0.00 |
DisclosureSEC source: 0001104659-19-062809 · a4.xml · nonDerivative · entry 3 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 0 F1 · kind: On November 12, 2019, each of Esquisto Holdings, LLC ("Esquisto Holdings"), WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") and WHR Holdings, LLC ("WHR Holdings") distributed all shares of common stock, par value $0.01 per share ("Common Stock") of Chesapeake Energy Corporation ("Chesapeake") held by them to their equity holders, including NGP XI US Holdings, L.P. ("NGP XI US Holdings") and NGP X US Holdings, L.P. ("NGP X US Holdings"), on a pro rata basis in accordance with their respective ownership interests, with no consideration being paid in connection therewith. Immediately following such distribution, NGP XI US Holdings and NGP X US Holdings also made pro rata distributions of all shares of Common Stock of Chesapeake held by them to their unitholders in accordance with their respective ownership interests, with no consideration being paid in connection therewith. F1 · price: On November 12, 2019, each of Esquisto Holdings, LLC ("Esquisto Holdings"), WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") and WHR Holdings, LLC ("WHR Holdings") distributed all shares of common stock, par value $0.01 per share ("Common Stock") of Chesapeake Energy Corporation ("Chesapeake") held by them to their equity holders, including NGP XI US Holdings, L.P. ("NGP XI US Holdings") and NGP X US Holdings, L.P. ("NGP X US Holdings"), on a pro rata basis in accordance with their respective ownership interests, with no consideration being paid in connection therewith. Immediately following such distribution, NGP XI US Holdings and NGP X US Holdings also made pro rata distributions of all shares of Common Stock of Chesapeake held by them to their unitholders in accordance with their respective ownership interests, with no consideration being paid in connection therewith. F4 · ownership.nature: Directly owned by NGP XI US Holdings. Amount does not include potential indirect beneficial ownership of shares directly owned by Esquisto Holdings and Acquisition Co. Holdings. See Footnotes (6) through (8). F6 · ownership.nature: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F7 · ownership.nature: (Continued from Footnote 6) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F8 · ownership.nature: (Continued from Footnote 7) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. Read SEC document |
| November 12, 2019 Filed Nov 13, 2019 02:08 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | OtherCommon Stock | 13,398,161 | $0.00 | $0.00 |
DisclosureSEC source: 0001104659-19-062809 · a4.xml · nonDerivative · entry 2 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 0 F1 · kind: On November 12, 2019, each of Esquisto Holdings, LLC ("Esquisto Holdings"), WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") and WHR Holdings, LLC ("WHR Holdings") distributed all shares of common stock, par value $0.01 per share ("Common Stock") of Chesapeake Energy Corporation ("Chesapeake") held by them to their equity holders, including NGP XI US Holdings, L.P. ("NGP XI US Holdings") and NGP X US Holdings, L.P. ("NGP X US Holdings"), on a pro rata basis in accordance with their respective ownership interests, with no consideration being paid in connection therewith. Immediately following such distribution, NGP XI US Holdings and NGP X US Holdings also made pro rata distributions of all shares of Common Stock of Chesapeake held by them to their unitholders in accordance with their respective ownership interests, with no consideration being paid in connection therewith. F1 · price: On November 12, 2019, each of Esquisto Holdings, LLC ("Esquisto Holdings"), WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") and WHR Holdings, LLC ("WHR Holdings") distributed all shares of common stock, par value $0.01 per share ("Common Stock") of Chesapeake Energy Corporation ("Chesapeake") held by them to their equity holders, including NGP XI US Holdings, L.P. ("NGP XI US Holdings") and NGP X US Holdings, L.P. ("NGP X US Holdings"), on a pro rata basis in accordance with their respective ownership interests, with no consideration being paid in connection therewith. Immediately following such distribution, NGP XI US Holdings and NGP X US Holdings also made pro rata distributions of all shares of Common Stock of Chesapeake held by them to their unitholders in accordance with their respective ownership interests, with no consideration being paid in connection therewith. F3 · ownership.nature: Directly owned by Acquisition Co. Holdings. F6 · ownership.nature: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F7 · ownership.nature: (Continued from Footnote 6) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F8 · ownership.nature: (Continued from Footnote 7) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. Read SEC document |
| November 12, 2019 Filed Nov 13, 2019 02:08 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | OtherCommon Stock | 139,559,070 | $0.00 | $0.00 |
DisclosureSEC source: 0001104659-19-062809 · a4.xml · nonDerivative · entry 1 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 0 F1 · kind: On November 12, 2019, each of Esquisto Holdings, LLC ("Esquisto Holdings"), WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") and WHR Holdings, LLC ("WHR Holdings") distributed all shares of common stock, par value $0.01 per share ("Common Stock") of Chesapeake Energy Corporation ("Chesapeake") held by them to their equity holders, including NGP XI US Holdings, L.P. ("NGP XI US Holdings") and NGP X US Holdings, L.P. ("NGP X US Holdings"), on a pro rata basis in accordance with their respective ownership interests, with no consideration being paid in connection therewith. Immediately following such distribution, NGP XI US Holdings and NGP X US Holdings also made pro rata distributions of all shares of Common Stock of Chesapeake held by them to their unitholders in accordance with their respective ownership interests, with no consideration being paid in connection therewith. F1 · price: On November 12, 2019, each of Esquisto Holdings, LLC ("Esquisto Holdings"), WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") and WHR Holdings, LLC ("WHR Holdings") distributed all shares of common stock, par value $0.01 per share ("Common Stock") of Chesapeake Energy Corporation ("Chesapeake") held by them to their equity holders, including NGP XI US Holdings, L.P. ("NGP XI US Holdings") and NGP X US Holdings, L.P. ("NGP X US Holdings"), on a pro rata basis in accordance with their respective ownership interests, with no consideration being paid in connection therewith. Immediately following such distribution, NGP XI US Holdings and NGP X US Holdings also made pro rata distributions of all shares of Common Stock of Chesapeake held by them to their unitholders in accordance with their respective ownership interests, with no consideration being paid in connection therewith. F2 · ownership.nature: Directly owned by Esquisto Holdings. F6 · ownership.nature: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F7 · ownership.nature: (Continued from Footnote 6) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F8 · ownership.nature: (Continued from Footnote 7) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. Read SEC document |
| March 26, 2019 Filed Mar 28, 2019 21:16 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | SaleCommon Stock | 202,658 | $3.25 | $658,638.50 |
DisclosureSEC source: 0001104659-19-018332 · a4.xml · nonDerivative · entry 4 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 110,812,594 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.25 to $3.26, inclusive. The reporting persons undertake to provide to Chesapeake Energy Corporation ("Chesapeake"), any security holder of Chesapeake, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price for each entity within the ranges set forth in Footnote (1) in this Form 4. F5 · balance_after: Directly owned by WHR Holdings, LLC ("WHR Holdings"). F9 · balance_after: WildHorse Investment Holdings, LLC ("WildHorse Investment Holdings") owns 100% of the capital interests in WHR Holdings. NGP X US Holdings, L.P. ("NGP X US Holdings") owns 90.3% of WildHorse Investment Holdings, and certain former members of WildHorse Resource Development Corporation's management own the remaining 9.7%. As a result, NGP X US Holdings may be deemed to indirectly beneficially own the shares held by WHR Holdings. NGP X Holdings GP, L.L.C. ("NGP X Holdings GP") is the sole general partner of NGP X US Holdings. NGP Natural Resources X, L.P. ("NGP X") is the sole member of NGP X Holdings GP. G.F.W. Energy X, L.P. ("GFW X") is the sole general partner of NGP X. GFW X, L.L.C. ("GFW X GP") is the sole general partner of GFW X. F10 · balance_after: (Continued from Footnote 9) GFW X GP has delegated full power and authority to manage NGP X US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over the shares of Chesapeake common stock that WHR Holdings holds and therefore may also be deemed to be the beneficial owner of such shares. NGP ECM disclaims beneficial ownership of such shares in excess of its pecuniary interest therein. F5 · ownership.nature: Directly owned by WHR Holdings, LLC ("WHR Holdings"). F9 · ownership.nature: WildHorse Investment Holdings, LLC ("WildHorse Investment Holdings") owns 100% of the capital interests in WHR Holdings. NGP X US Holdings, L.P. ("NGP X US Holdings") owns 90.3% of WildHorse Investment Holdings, and certain former members of WildHorse Resource Development Corporation's management own the remaining 9.7%. As a result, NGP X US Holdings may be deemed to indirectly beneficially own the shares held by WHR Holdings. NGP X Holdings GP, L.L.C. ("NGP X Holdings GP") is the sole general partner of NGP X US Holdings. NGP Natural Resources X, L.P. ("NGP X") is the sole member of NGP X Holdings GP. G.F.W. Energy X, L.P. ("GFW X") is the sole general partner of NGP X. GFW X, L.L.C. ("GFW X GP") is the sole general partner of GFW X. F10 · ownership.nature: (Continued from Footnote 9) GFW X GP has delegated full power and authority to manage NGP X US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over the shares of Chesapeake common stock that WHR Holdings holds and therefore may also be deemed to be the beneficial owner of such shares. NGP ECM disclaims beneficial ownership of such shares in excess of its pecuniary interest therein. Read SEC document |
| March 26, 2019 Filed Mar 28, 2019 21:16 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | SaleCommon Stock | 86,033 | $3.25 | $279,607.25 |
DisclosureSEC source: 0001104659-19-018332 · a4.xml · nonDerivative · entry 3 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 47,042,897 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.25 to $3.26, inclusive. The reporting persons undertake to provide to Chesapeake Energy Corporation ("Chesapeake"), any security holder of Chesapeake, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price for each entity within the ranges set forth in Footnote (1) in this Form 4. F4 · balance_after: Directly owned by NGP XI US Holdings, L.P. ("NGP XI US Holdings"). Amount does not include potential indirect beneficial ownership of shares directly owned by Esquisto Holdings and Acquisition Co. Holdings. See Footnotes (6) through (8). F6 · balance_after: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F7 · balance_after: (Continued from Footnote 6) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F8 · balance_after: (Continued from Footnote 7) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F4 · ownership.nature: Directly owned by NGP XI US Holdings, L.P. ("NGP XI US Holdings"). Amount does not include potential indirect beneficial ownership of shares directly owned by Esquisto Holdings and Acquisition Co. Holdings. See Footnotes (6) through (8). F6 · ownership.nature: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F7 · ownership.nature: (Continued from Footnote 6) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F8 · ownership.nature: (Continued from Footnote 7) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. Read SEC document |
| March 26, 2019 Filed Mar 28, 2019 21:16 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | SaleCommon Stock | 24,503 | $3.25 | $79,634.75 |
DisclosureSEC source: 0001104659-19-018332 · a4.xml · nonDerivative · entry 2 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 13,398,161 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.25 to $3.26, inclusive. The reporting persons undertake to provide to Chesapeake Energy Corporation ("Chesapeake"), any security holder of Chesapeake, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price for each entity within the ranges set forth in Footnote (1) in this Form 4. F3 · balance_after: Directly owned by WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings"). F6 · balance_after: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F7 · balance_after: (Continued from Footnote 6) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F8 · balance_after: (Continued from Footnote 7) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F3 · ownership.nature: Directly owned by WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings"). F6 · ownership.nature: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F7 · ownership.nature: (Continued from Footnote 6) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F8 · ownership.nature: (Continued from Footnote 7) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. Read SEC document |
| March 26, 2019 Filed Mar 28, 2019 21:16 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | SaleCommon Stock | 255,230 | $3.25 | $829,497.50 |
DisclosureSEC source: 0001104659-19-018332 · a4.xml · nonDerivative · entry 1 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 139,559,070 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.25 to $3.26, inclusive. The reporting persons undertake to provide to Chesapeake Energy Corporation ("Chesapeake"), any security holder of Chesapeake, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price for each entity within the ranges set forth in Footnote (1) in this Form 4. F2 · balance_after: Directly owned by Esquisto Holdings, LLC ("Esquisto Holdings"). F6 · balance_after: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F7 · balance_after: (Continued from Footnote 6) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F8 · balance_after: (Continued from Footnote 7) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F2 · ownership.nature: Directly owned by Esquisto Holdings, LLC ("Esquisto Holdings"). F6 · ownership.nature: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F7 · ownership.nature: (Continued from Footnote 6) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F8 · ownership.nature: (Continued from Footnote 7) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. Read SEC document |
| March 21, 2019 Filed Mar 23, 2019 01:06 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | SaleCommon Stock | 777,172 | $3.26 | $2,533,580.72 |
DisclosureSEC source: 0001104659-19-016925 · a4.xml · nonDerivative · entry 8 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 111,015,252 F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.25 to $3.32, inclusive. F6 · balance_after: Directly owned by WHR Holdings, LLC ("WHR Holdings"). F10 · balance_after: WildHorse Investment Holdings, LLC ("WildHorse Investment Holdings") owns 100% of the capital interests in WHR Holdings. NGP X US Holdings, L.P. ("NGP X US Holdings") owns 90.3% of WildHorse Investment Holdings, and certain former members of WildHorse Resource Development Corporation's management own the remaining 9.7%. As a result, NGP X US Holdings may be deemed to indirectly beneficially own the shares held by WHR Holdings. NGP X Holdings GP, L.L.C. ("NGP X Holdings GP") is the sole general partner of NGP X US Holdings. NGP Natural Resources X, L.P. ("NGP X") is the sole member of NGP X Holdings GP. G.F.W. Energy X, L.P. ("GFW X") is the sole general partner of NGP X. GFW X, L.L.C. ("GFW X GP") is the sole general partner of GFW X. F11 · balance_after: (Continued from Footnote 10) GFW X GP has delegated full power and authority to manage NGP X US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over the shares of Chesapeake common stock that WHR Holdings holds and therefore may also be deemed to be the beneficial owner of such shares. NGP ECM disclaims beneficial ownership of such shares in excess of its pecuniary interest therein. F6 · ownership.nature: Directly owned by WHR Holdings, LLC ("WHR Holdings"). F10 · ownership.nature: WildHorse Investment Holdings, LLC ("WildHorse Investment Holdings") owns 100% of the capital interests in WHR Holdings. NGP X US Holdings, L.P. ("NGP X US Holdings") owns 90.3% of WildHorse Investment Holdings, and certain former members of WildHorse Resource Development Corporation's management own the remaining 9.7%. As a result, NGP X US Holdings may be deemed to indirectly beneficially own the shares held by WHR Holdings. NGP X Holdings GP, L.L.C. ("NGP X Holdings GP") is the sole general partner of NGP X US Holdings. NGP Natural Resources X, L.P. ("NGP X") is the sole member of NGP X Holdings GP. G.F.W. Energy X, L.P. ("GFW X") is the sole general partner of NGP X. GFW X, L.L.C. ("GFW X GP") is the sole general partner of GFW X. F11 · ownership.nature: (Continued from Footnote 10) GFW X GP has delegated full power and authority to manage NGP X US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over the shares of Chesapeake common stock that WHR Holdings holds and therefore may also be deemed to be the beneficial owner of such shares. NGP ECM disclaims beneficial ownership of such shares in excess of its pecuniary interest therein. Read SEC document |
| March 21, 2019 Filed Mar 23, 2019 01:06 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | SaleCommon Stock | 329,930 | $3.26 | $1,075,571.80 |
DisclosureSEC source: 0001104659-19-016925 · a4.xml · nonDerivative · entry 6 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 47,128,930 F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.25 to $3.32, inclusive. F5 · balance_after: Directly owned by NGP XI US Holdings, L.P. ("NGP XI US Holdings"). Amount does not include potential indirect beneficial ownership of shares directly owned by Esquisto Holdings and Acquisition Co. Holdings. See Footnotes 7 through 9. F7 · balance_after: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F8 · balance_after: (Continued from Footnote 7) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F9 · balance_after: (Continued from Footnote 8) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F5 · ownership.nature: Directly owned by NGP XI US Holdings, L.P. ("NGP XI US Holdings"). Amount does not include potential indirect beneficial ownership of shares directly owned by Esquisto Holdings and Acquisition Co. Holdings. See Footnotes 7 through 9. F7 · ownership.nature: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F8 · ownership.nature: (Continued from Footnote 7) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F9 · ownership.nature: (Continued from Footnote 8) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. Read SEC document |
| March 21, 2019 Filed Mar 23, 2019 01:06 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | SaleCommon Stock | 93,967 | $3.26 | $306,332.42 |
DisclosureSEC source: 0001104659-19-016925 · a4.xml · nonDerivative · entry 4 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 13,422,664 F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.25 to $3.32, inclusive. F4 · balance_after: Directly owned by WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings"). F7 · balance_after: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F8 · balance_after: (Continued from Footnote 7) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F9 · balance_after: (Continued from Footnote 8) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F4 · ownership.nature: Directly owned by WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings"). F7 · ownership.nature: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F8 · ownership.nature: (Continued from Footnote 7) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F9 · ownership.nature: (Continued from Footnote 8) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. Read SEC document |
| March 21, 2019 Filed Mar 23, 2019 01:06 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | SaleCommon Stock | 978,783 | $3.26 | $3,190,832.58 |
DisclosureSEC source: 0001104659-19-016925 · a4.xml · nonDerivative · entry 2 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 139,814,300 F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.25 to $3.32, inclusive. F3 · balance_after: Directly owned by Esquisto Holdings, LLC ("Esquisto Holdings"). F7 · balance_after: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F8 · balance_after: (Continued from Footnote 7) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F9 · balance_after: (Continued from Footnote 8) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F3 · ownership.nature: Directly owned by Esquisto Holdings, LLC ("Esquisto Holdings"). F7 · ownership.nature: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F8 · ownership.nature: (Continued from Footnote 7) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F9 · ownership.nature: (Continued from Footnote 8) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. Read SEC document |
| March 20, 2019 Filed Mar 23, 2019 01:06 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | SaleCommon Stock | 1,331,224 | $3.31 | $4,406,351.44 |
DisclosureSEC source: 0001104659-19-016925 · a4.xml · nonDerivative · entry 7 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 111,792,424 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.25 to $3.35, inclusive. The reporting persons undertake to provide to Chesapeake Energy Corporation ("Chesapeake"), any security holder of Chesapeake, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price for each entity within the ranges set forth in footnotes (1) and (2) in this Form 4. F6 · balance_after: Directly owned by WHR Holdings, LLC ("WHR Holdings"). F10 · balance_after: WildHorse Investment Holdings, LLC ("WildHorse Investment Holdings") owns 100% of the capital interests in WHR Holdings. NGP X US Holdings, L.P. ("NGP X US Holdings") owns 90.3% of WildHorse Investment Holdings, and certain former members of WildHorse Resource Development Corporation's management own the remaining 9.7%. As a result, NGP X US Holdings may be deemed to indirectly beneficially own the shares held by WHR Holdings. NGP X Holdings GP, L.L.C. ("NGP X Holdings GP") is the sole general partner of NGP X US Holdings. NGP Natural Resources X, L.P. ("NGP X") is the sole member of NGP X Holdings GP. G.F.W. Energy X, L.P. ("GFW X") is the sole general partner of NGP X. GFW X, L.L.C. ("GFW X GP") is the sole general partner of GFW X. F11 · balance_after: (Continued from Footnote 10) GFW X GP has delegated full power and authority to manage NGP X US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over the shares of Chesapeake common stock that WHR Holdings holds and therefore may also be deemed to be the beneficial owner of such shares. NGP ECM disclaims beneficial ownership of such shares in excess of its pecuniary interest therein. F6 · ownership.nature: Directly owned by WHR Holdings, LLC ("WHR Holdings"). F10 · ownership.nature: WildHorse Investment Holdings, LLC ("WildHorse Investment Holdings") owns 100% of the capital interests in WHR Holdings. NGP X US Holdings, L.P. ("NGP X US Holdings") owns 90.3% of WildHorse Investment Holdings, and certain former members of WildHorse Resource Development Corporation's management own the remaining 9.7%. As a result, NGP X US Holdings may be deemed to indirectly beneficially own the shares held by WHR Holdings. NGP X Holdings GP, L.L.C. ("NGP X Holdings GP") is the sole general partner of NGP X US Holdings. NGP Natural Resources X, L.P. ("NGP X") is the sole member of NGP X Holdings GP. G.F.W. Energy X, L.P. ("GFW X") is the sole general partner of NGP X. GFW X, L.L.C. ("GFW X GP") is the sole general partner of GFW X. F11 · ownership.nature: (Continued from Footnote 10) GFW X GP has delegated full power and authority to manage NGP X US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over the shares of Chesapeake common stock that WHR Holdings holds and therefore may also be deemed to be the beneficial owner of such shares. NGP ECM disclaims beneficial ownership of such shares in excess of its pecuniary interest therein. Read SEC document |
| March 20, 2019 Filed Mar 23, 2019 01:06 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | SaleCommon Stock | 565,140 | $3.31 | $1,870,613.40 |
DisclosureSEC source: 0001104659-19-016925 · a4.xml · nonDerivative · entry 5 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 47,458,860 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.25 to $3.35, inclusive. The reporting persons undertake to provide to Chesapeake Energy Corporation ("Chesapeake"), any security holder of Chesapeake, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price for each entity within the ranges set forth in footnotes (1) and (2) in this Form 4. F5 · balance_after: Directly owned by NGP XI US Holdings, L.P. ("NGP XI US Holdings"). Amount does not include potential indirect beneficial ownership of shares directly owned by Esquisto Holdings and Acquisition Co. Holdings. See Footnotes 7 through 9. F7 · balance_after: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F8 · balance_after: (Continued from Footnote 7) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F9 · balance_after: (Continued from Footnote 8) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F5 · ownership.nature: Directly owned by NGP XI US Holdings, L.P. ("NGP XI US Holdings"). Amount does not include potential indirect beneficial ownership of shares directly owned by Esquisto Holdings and Acquisition Co. Holdings. See Footnotes 7 through 9. F7 · ownership.nature: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F8 · ownership.nature: (Continued from Footnote 7) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F9 · ownership.nature: (Continued from Footnote 8) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. Read SEC document |
| March 20, 2019 Filed Mar 23, 2019 01:06 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | SaleCommon Stock | 160,956 | $3.31 | $532,764.36 |
DisclosureSEC source: 0001104659-19-016925 · a4.xml · nonDerivative · entry 3 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 13,516,631 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.25 to $3.35, inclusive. The reporting persons undertake to provide to Chesapeake Energy Corporation ("Chesapeake"), any security holder of Chesapeake, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price for each entity within the ranges set forth in footnotes (1) and (2) in this Form 4. F4 · balance_after: Directly owned by WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings"). F7 · balance_after: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F8 · balance_after: (Continued from Footnote 7) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F9 · balance_after: (Continued from Footnote 8) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F4 · ownership.nature: Directly owned by WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings"). F7 · ownership.nature: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F8 · ownership.nature: (Continued from Footnote 7) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F9 · ownership.nature: (Continued from Footnote 8) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. Read SEC document |
| March 20, 2019 Filed Mar 23, 2019 01:06 UTC | EXPAND ENERGY Corp CHK · Entity 3213 | SaleCommon Stock | 1,676,564 | $3.31 | $5,549,426.84 |
DisclosureSEC source: 0001104659-19-016925 · a4.xml · nonDerivative · entry 1 NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 140,793,083 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.25 to $3.35, inclusive. The reporting persons undertake to provide to Chesapeake Energy Corporation ("Chesapeake"), any security holder of Chesapeake, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price for each entity within the ranges set forth in footnotes (1) and (2) in this Form 4. F3 · balance_after: Directly owned by Esquisto Holdings, LLC ("Esquisto Holdings"). F7 · balance_after: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F8 · balance_after: (Continued from Footnote 7) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F9 · balance_after: (Continued from Footnote 8) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F3 · ownership.nature: Directly owned by Esquisto Holdings, LLC ("Esquisto Holdings"). F7 · ownership.nature: This form is jointly filed by NGP Energy Capital Management, L.L.C. ("NGP ECM"), NGP XI US Holdings, NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI") and GFW XI, L.L.C. ("GFW XI"). Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. F8 · ownership.nature: (Continued from Footnote 7) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F9 · ownership.nature: (Continued from Footnote 8) NGP XI Holdings GP is the sole general partner of NGP XI US Holdings, NGP Natural Resources XI is the sole member of NGP XI Holdings GP, GFW Energy XI is the sole general partner of NGP Natural Resources XI and GFW XI is the sole general partner of GFW Energy XI. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over shares held by NGP XI US Holdings and therefore may also be deemed to be the beneficial owner of such shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. Read SEC document |
| February 01, 2019 Filed Feb 5, 2019 19:00 UTC | WildHorse Resource Development Corp WRD · Entity 160566 | Disposition to issuerCommon Stock | 29,262,975 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001104659-19-005887 · a4.xml · nonDerivative · entry 2 NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 0 F3 · shares: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into a Master Contribution Agreement, pursuant to which, immediately prior to the closing of the Company's initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Company in exchange for shares of the Company's common stock. F4 · shares: (Continued from Footnote 3) Immediately prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings held 26,699,709 shares and 2,563,266 shares of common stock of the Company, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. F5 · shares: (Continued from Footnote 4) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F1 · price: On February 1, 2019, pursuant to the Agreement and Plan of Merger dated as of October 29, 2018 (the "Merger Agreement"), by and among WildHorse Resource Development Corporation (the "Company"), Chesapeake Energy Corporation ("Chesapeake") and Coleburn Inc. ("Merger Sub"), as amended, Merger Sub merged with an into the Company (the "Merger"), with the Company surviving the Merger and continuing as a wholly-owned subsidiary of Chesapeake. F2 · price: Pursuant to the Merger Agreement, each share of Company common stock issued and outstanding prior to the effective time of the Merger owned by the Reporting Person was converted at such time into the right to receive either (i) 5.336 shares of Chesapeake common stock and $3.00 in cash, or (ii) 5.989 shares of Chesapeake common stock, in each case, with cash in lieu for any fractional shares. The closing price per share of Chesapeake common stock on the day prior to the effective date of the Merger was $2.85. F3 · price: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into a Master Contribution Agreement, pursuant to which, immediately prior to the closing of the Company's initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Company in exchange for shares of the Company's common stock. F4 · price: (Continued from Footnote 3) Immediately prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings held 26,699,709 shares and 2,563,266 shares of common stock of the Company, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. F5 · price: (Continued from Footnote 4) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F3 · balance_after: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into a Master Contribution Agreement, pursuant to which, immediately prior to the closing of the Company's initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Company in exchange for shares of the Company's common stock. F4 · balance_after: (Continued from Footnote 3) Immediately prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings held 26,699,709 shares and 2,563,266 shares of common stock of the Company, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. F5 · balance_after: (Continued from Footnote 4) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F6 · balance_after: Prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings were parties to a Stockholders' Agreement (the "Stockholders' Agreement"), pursuant to which, each of the parties thereto agreed, among other things, to cause the shares of Company common stock and any equity securities of the Comapny held by such party to be voted for the individuals properly designated by the parties to the Stockholders' Agreement for election to the Company's board of directors. As a result, the parties thereto may have been deemed to be members of a group holding over 10% of the outstanding common stock of the Company (the "Group") for the purposes of Section 13(d)(3) of the Exchange Act of 1934, as amended (the "Exchange Act"). F7 · balance_after: NGP XI US Holdings disclaims beneficial ownership of the shares of Company common stock held by the members of the Group, except to the extent of its pecuniary interest therein, and this statement shall not be construed as an admission that NGP XI US Holdings is or was the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F3 · ownership.nature: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into a Master Contribution Agreement, pursuant to which, immediately prior to the closing of the Company's initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Company in exchange for shares of the Company's common stock. F4 · ownership.nature: (Continued from Footnote 3) Immediately prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings held 26,699,709 shares and 2,563,266 shares of common stock of the Company, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. F5 · ownership.nature: (Continued from Footnote 4) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F6 · ownership.nature: Prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings were parties to a Stockholders' Agreement (the "Stockholders' Agreement"), pursuant to which, each of the parties thereto agreed, among other things, to cause the shares of Company common stock and any equity securities of the Comapny held by such party to be voted for the individuals properly designated by the parties to the Stockholders' Agreement for election to the Company's board of directors. As a result, the parties thereto may have been deemed to be members of a group holding over 10% of the outstanding common stock of the Company (the "Group") for the purposes of Section 13(d)(3) of the Exchange Act of 1934, as amended (the "Exchange Act"). F7 · ownership.nature: NGP XI US Holdings disclaims beneficial ownership of the shares of Company common stock held by the members of the Group, except to the extent of its pecuniary interest therein, and this statement shall not be construed as an admission that NGP XI US Holdings is or was the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. Read SEC document |
| February 01, 2019 Filed Feb 5, 2019 19:00 UTC | WildHorse Resource Development Corp WRD · Entity 160566 | Disposition to issuerCommon Stock | 9,000,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001104659-19-005887 · a4.xml · nonDerivative · entry 1 NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 0 F1 · price: On February 1, 2019, pursuant to the Agreement and Plan of Merger dated as of October 29, 2018 (the "Merger Agreement"), by and among WildHorse Resource Development Corporation (the "Company"), Chesapeake Energy Corporation ("Chesapeake") and Coleburn Inc. ("Merger Sub"), as amended, Merger Sub merged with an into the Company (the "Merger"), with the Company surviving the Merger and continuing as a wholly-owned subsidiary of Chesapeake. F2 · price: Pursuant to the Merger Agreement, each share of Company common stock issued and outstanding prior to the effective time of the Merger owned by the Reporting Person was converted at such time into the right to receive either (i) 5.336 shares of Chesapeake common stock and $3.00 in cash, or (ii) 5.989 shares of Chesapeake common stock, in each case, with cash in lieu for any fractional shares. The closing price per share of Chesapeake common stock on the day prior to the effective date of the Merger was $2.85. F3 · balance_after: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into a Master Contribution Agreement, pursuant to which, immediately prior to the closing of the Company's initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Company in exchange for shares of the Company's common stock. F4 · balance_after: (Continued from Footnote 3) Immediately prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings held 26,699,709 shares and 2,563,266 shares of common stock of the Company, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. F5 · balance_after: (Continued from Footnote 4) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F6 · balance_after: Prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings were parties to a Stockholders' Agreement (the "Stockholders' Agreement"), pursuant to which, each of the parties thereto agreed, among other things, to cause the shares of Company common stock and any equity securities of the Comapny held by such party to be voted for the individuals properly designated by the parties to the Stockholders' Agreement for election to the Company's board of directors. As a result, the parties thereto may have been deemed to be members of a group holding over 10% of the outstanding common stock of the Company (the "Group") for the purposes of Section 13(d)(3) of the Exchange Act of 1934, as amended (the "Exchange Act"). F7 · balance_after: NGP XI US Holdings disclaims beneficial ownership of the shares of Company common stock held by the members of the Group, except to the extent of its pecuniary interest therein, and this statement shall not be construed as an admission that NGP XI US Holdings is or was the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F3 · ownership.direct: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into a Master Contribution Agreement, pursuant to which, immediately prior to the closing of the Company's initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Company in exchange for shares of the Company's common stock. F4 · ownership.direct: (Continued from Footnote 3) Immediately prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings held 26,699,709 shares and 2,563,266 shares of common stock of the Company, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. F5 · ownership.direct: (Continued from Footnote 4) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F6 · ownership.direct: Prior to the effective time of the Merger, Esquisto Holdings and Acquisition Co. Holdings were parties to a Stockholders' Agreement (the "Stockholders' Agreement"), pursuant to which, each of the parties thereto agreed, among other things, to cause the shares of Company common stock and any equity securities of the Comapny held by such party to be voted for the individuals properly designated by the parties to the Stockholders' Agreement for election to the Company's board of directors. As a result, the parties thereto may have been deemed to be members of a group holding over 10% of the outstanding common stock of the Company (the "Group") for the purposes of Section 13(d)(3) of the Exchange Act of 1934, as amended (the "Exchange Act"). F7 · ownership.direct: NGP XI US Holdings disclaims beneficial ownership of the shares of Company common stock held by the members of the Group, except to the extent of its pecuniary interest therein, and this statement shall not be construed as an admission that NGP XI US Holdings is or was the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. Read SEC document |
| February 01, 2019 Filed Feb 5, 2019 18:58 UTC | WildHorse Resource Development Corp WRD · Entity 160566 | Disposition to issuerCommon Stock | 26,699,709 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001104659-19-005886 · a4.xml · nonDerivative · entry 1 Esquisto Holdings, LLC · CIK 0001691524 · Director · 10% owner GFW XI, L.L.C. · CIK 0001691951 · Director · 10% owner NGP Energy Capital Management, L.L.C. · CIK 0001471812 · Director · 10% owner Esquisto Investment Holdings, LLC · CIK 0001691624 · Director · 10% owner NGP XI US Holdings, L.P. · CIK 0001691879 · Director · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · Director · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · Director · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 0 F1 · price: On February 1, 2019, pursuant to the Agreement and Plan of Merger dated as of October 29, 2018 (the "Merger Agreement"), by and among WildHorse Resource Development Corporation (the "Company"), Chesapeake Energy Corporation ("Chesapeake") and Coleburn Inc. ("Merger Sub"), as amended, Merger Sub merged with an into the Company (the "Merger"), with the Company surviving the Merger and continuing as a wholly-owned subsidiary of Chesapeake. F2 · price: Pursuant to the Merger Agreement, each share of Company common stock issued and outstanding prior to the effective time of the Merger owned by the Reporting Person was converted at such time into the right to receive either (i) 5.336 shares of Chesapeake common stock and $3.00 in cash, or (ii) 5.989 shares of Chesapeake common stock, in each case, with cash in lieu for any fractional shares. The closing price per share of Chesapeake common stock on the day prior to the effective date of the Merger was $2.85. F3 · balance_after: This form is jointly filed by Esquisto Holdings, LLC ("Esquisto Holdings"), Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings"), NGP XI US Holdings, LP ("NGP XI US Holdings"), NGP XI Holdings GP, LLC ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). Esquisto Investment Holdings owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management teams own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. F4 · balance_after: (Continued from Footnote 3) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by Esquisto Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), GFW Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. F5 · balance_after: (Continued from Footnote 3) GFW XI, has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of Esquisto Investment Holdings, NGP XI US Holdings, NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F6 · balance_after: Prior to the effective time of the Merger, Esquisto Holdings was party to a Stockholders' Agreement (the "Stockholders' Agreement"), pursuant to which, each of the parties thereto agreed, among other things, to cause the shares of Company common stock and any equity securities of the Company held by such party to be voted for the individuals properly designated by the parties to the Stockholders' Agreement for election to the Company's board of directors. As a result, the parties thereto may have been deemed to be members of a group holding over 10% of the outstanding common stock of the Company (the "Group") for the purposes of Section 13(d)(3) of the Exchange Act of 1934, as amended (the "Exchange Act"). F7 · balance_after: Esquisto Holdings disclaims beneficial ownership of the shares of Company common stock held by the members of the Group, except to the extent of its pecuniary interest therein, and this statement shall not be construed as an admission that Esquisto Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F3 · ownership.direct: This form is jointly filed by Esquisto Holdings, LLC ("Esquisto Holdings"), Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings"), NGP XI US Holdings, LP ("NGP XI US Holdings"), NGP XI Holdings GP, LLC ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). Esquisto Investment Holdings owns 100% of the capital interests in Esquisto Holdings, NGP XI US Holdings directly and indirectly owns 90% of Esquisto Investment Holdings, and certain members of Esquisto Holdings' and Esquisto Investment Holdings' management teams own the remaining 10.0%. Additionally, NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. F4 · ownership.direct: (Continued from Footnote 3) As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by Esquisto Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), GFW Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. F5 · ownership.direct: (Continued from Footnote 3) GFW XI, has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of Esquisto Investment Holdings, NGP XI US Holdings, NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F6 · ownership.direct: Prior to the effective time of the Merger, Esquisto Holdings was party to a Stockholders' Agreement (the "Stockholders' Agreement"), pursuant to which, each of the parties thereto agreed, among other things, to cause the shares of Company common stock and any equity securities of the Company held by such party to be voted for the individuals properly designated by the parties to the Stockholders' Agreement for election to the Company's board of directors. As a result, the parties thereto may have been deemed to be members of a group holding over 10% of the outstanding common stock of the Company (the "Group") for the purposes of Section 13(d)(3) of the Exchange Act of 1934, as amended (the "Exchange Act"). F7 · ownership.direct: Esquisto Holdings disclaims beneficial ownership of the shares of Company common stock held by the members of the Group, except to the extent of its pecuniary interest therein, and this statement shall not be construed as an admission that Esquisto Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. Read SEC document |
| December 19, 2016 Filed Dec 19, 2016 21:20 UTC | WildHorse Resource Development Corp WRD · Entity 160566 | GrantCommon stock, par value $0.01 per share | 41,318,596 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-16-035997 · doc4.xml · nonDerivative · entry 2 NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 50,318,596 F1 · shares: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into the Master Contribution Agreement (the "Master Contribution Agreement"), pursuant to which, immediately prior to the closing of WildHorse Resource Development Corporation's (the "Issuer") initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Issuer in exchange for shares of the Issuer's common stock, par value $0.01 per share ("Common Stock"). F2 · shares: (Continued from Footnote 1) Pursuant to the Master Contribution Agreement, Esquisto Holdings and Acquisition Co. Holdings received 38,755,330 shares and 2,563,266 shares of Common Stock, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. F3 · shares: (Continued from Footnote 2) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F1 · price: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into the Master Contribution Agreement (the "Master Contribution Agreement"), pursuant to which, immediately prior to the closing of WildHorse Resource Development Corporation's (the "Issuer") initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Issuer in exchange for shares of the Issuer's common stock, par value $0.01 per share ("Common Stock"). F2 · price: (Continued from Footnote 1) Pursuant to the Master Contribution Agreement, Esquisto Holdings and Acquisition Co. Holdings received 38,755,330 shares and 2,563,266 shares of Common Stock, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. F3 · price: (Continued from Footnote 2) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F1 · balance_after: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into the Master Contribution Agreement (the "Master Contribution Agreement"), pursuant to which, immediately prior to the closing of WildHorse Resource Development Corporation's (the "Issuer") initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Issuer in exchange for shares of the Issuer's common stock, par value $0.01 per share ("Common Stock"). F2 · balance_after: (Continued from Footnote 1) Pursuant to the Master Contribution Agreement, Esquisto Holdings and Acquisition Co. Holdings received 38,755,330 shares and 2,563,266 shares of Common Stock, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. F3 · balance_after: (Continued from Footnote 2) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F4 · balance_after: On December 19, 2016, Esquisto Holdings and Acquisition Co. Holdings entered into the Stockholders' Agreement (the "Stockholders' Agreement"), pursuant to which, each of the parties thereto agreed, among other things, to cause the shares of Common Stock and any equity securities of the Issuer held by such party to be voted for the individuals properly designated by the parties to the Stockholders' Agreement for election to the Issuer's board of directors. As a result, the parties thereto may be deemed to be members of a group holding over 10% of the outstanding Common Stock of the Issuer (the "Group") for the purposes of Section 13(d)(3) of the Exchange Act of 1934, as amended (the "Exchange Act"). F5 · balance_after: NGP XI US Holdings disclaims beneficial ownership of the shares of Common Stock held by the members of the Group, except to the extent of its pecuniary interest therein, and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F1 · ownership.nature: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into the Master Contribution Agreement (the "Master Contribution Agreement"), pursuant to which, immediately prior to the closing of WildHorse Resource Development Corporation's (the "Issuer") initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Issuer in exchange for shares of the Issuer's common stock, par value $0.01 per share ("Common Stock"). F2 · ownership.nature: (Continued from Footnote 1) Pursuant to the Master Contribution Agreement, Esquisto Holdings and Acquisition Co. Holdings received 38,755,330 shares and 2,563,266 shares of Common Stock, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. F3 · ownership.nature: (Continued from Footnote 2) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F4 · ownership.nature: On December 19, 2016, Esquisto Holdings and Acquisition Co. Holdings entered into the Stockholders' Agreement (the "Stockholders' Agreement"), pursuant to which, each of the parties thereto agreed, among other things, to cause the shares of Common Stock and any equity securities of the Issuer held by such party to be voted for the individuals properly designated by the parties to the Stockholders' Agreement for election to the Issuer's board of directors. As a result, the parties thereto may be deemed to be members of a group holding over 10% of the outstanding Common Stock of the Issuer (the "Group") for the purposes of Section 13(d)(3) of the Exchange Act of 1934, as amended (the "Exchange Act"). F5 · ownership.nature: NGP XI US Holdings disclaims beneficial ownership of the shares of Common Stock held by the members of the Group, except to the extent of its pecuniary interest therein, and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. Read SEC document |
| December 19, 2016 Filed Dec 19, 2016 21:20 UTC | WildHorse Resource Development Corp WRD · Entity 160566 | GrantCommon stock, par value $0.01 per share | 9,000,000 | $15.00 | $135,000,000.00 |
DisclosureSEC source: 0000899243-16-035997 · doc4.xml · nonDerivative · entry 1 NGP XI US Holdings, L.P. · CIK 0001691879 · 10% owner NGP XI Holdings GP, L.L.C. · CIK 0001691880 · 10% owner NGP Natural Resources XI, L.P. · CIK 0001612741 · 10% owner G.F.W. Energy XI, L.P. · CIK 0001691944 · 10% owner GFW XI, L.L.C. · CIK 0001691951 · 10% owner NGP Energy Capital Management, L.L.C. · CIK 0001471812 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 9,000,000 F1 · balance_after: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into the Master Contribution Agreement (the "Master Contribution Agreement"), pursuant to which, immediately prior to the closing of WildHorse Resource Development Corporation's (the "Issuer") initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Issuer in exchange for shares of the Issuer's common stock, par value $0.01 per share ("Common Stock"). F2 · balance_after: (Continued from Footnote 1) Pursuant to the Master Contribution Agreement, Esquisto Holdings and Acquisition Co. Holdings received 38,755,330 shares and 2,563,266 shares of Common Stock, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. F3 · balance_after: (Continued from Footnote 2) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F4 · balance_after: On December 19, 2016, Esquisto Holdings and Acquisition Co. Holdings entered into the Stockholders' Agreement (the "Stockholders' Agreement"), pursuant to which, each of the parties thereto agreed, among other things, to cause the shares of Common Stock and any equity securities of the Issuer held by such party to be voted for the individuals properly designated by the parties to the Stockholders' Agreement for election to the Issuer's board of directors. As a result, the parties thereto may be deemed to be members of a group holding over 10% of the outstanding Common Stock of the Issuer (the "Group") for the purposes of Section 13(d)(3) of the Exchange Act of 1934, as amended (the "Exchange Act"). F5 · balance_after: NGP XI US Holdings disclaims beneficial ownership of the shares of Common Stock held by the members of the Group, except to the extent of its pecuniary interest therein, and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. F1 · ownership.direct: This form is jointly filed by NGP XI US Holdings, L.P. ("NGP XI US Holdings"), NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP"), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI"), G.F.W. Energy XI, L.P. ("GFW Energy XI"), GFW XI, L.L.C. ("GFW XI") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). On December 12, 2016, Esquisto Holdings, LLC ("Esquisto Holdings") and WHE AcqCo Holdings, LLC ("Acquisition Co. Holdings") entered into the Master Contribution Agreement (the "Master Contribution Agreement"), pursuant to which, immediately prior to the closing of WildHorse Resource Development Corporation's (the "Issuer") initial public offering, certain of the parties thereto, including Esquisto Holdings and Acquisition Co. Holdings, contributed their membership interest in certain entities to the Issuer in exchange for shares of the Issuer's common stock, par value $0.01 per share ("Common Stock"). F2 · ownership.direct: (Continued from Footnote 1) Pursuant to the Master Contribution Agreement, Esquisto Holdings and Acquisition Co. Holdings received 38,755,330 shares and 2,563,266 shares of Common Stock, respectively. Esquisto Investment Holdings, LLC ("Esquisto Investment Holdings") owns 100% of the capital interests in Esquisto Holdings, and NGP XI US Holdings has shared rights to appoint a majority of the board of managers of Esquisto Investment Holdings. Further, NGP XI US Holdings owns 100% of the capital interests in Acquisition Co. Holdings. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by each of Esquisto Holdings and Acquisition Co. Holdings. NGP XI US Holdings disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. F3 · ownership.direct: (Continued from Footnote 2) NGP XI Holdings GP (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI (the sole member of NGP XI Holdings GP), G.F.W. Energy XI (the sole general partner of NGP Natural Resources XI) and GFW XI (the sole general partner of GFW Energy XI) may each be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares. GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein. F4 · ownership.direct: On December 19, 2016, Esquisto Holdings and Acquisition Co. Holdings entered into the Stockholders' Agreement (the "Stockholders' Agreement"), pursuant to which, each of the parties thereto agreed, among other things, to cause the shares of Common Stock and any equity securities of the Issuer held by such party to be voted for the individuals properly designated by the parties to the Stockholders' Agreement for election to the Issuer's board of directors. As a result, the parties thereto may be deemed to be members of a group holding over 10% of the outstanding Common Stock of the Issuer (the "Group") for the purposes of Section 13(d)(3) of the Exchange Act of 1934, as amended (the "Exchange Act"). F5 · ownership.direct: NGP XI US Holdings disclaims beneficial ownership of the shares of Common Stock held by the members of the Group, except to the extent of its pecuniary interest therein, and this statement shall not be construed as an admission that NGP XI US Holdings is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose. 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.