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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
JVL Advisors, L.L.C. 10,000 MEMORIAL DRIVE SUITE 550 HOUSTON, TX 77024 |
X | |||
LOVOI JOHN 10,000 MEMORIAL DRIVE SUITE 550 HOUSTON, TX 77024 |
X |
/s/ John V. Lovoi, Manager for JVL ADVISORS, LLC | 02/15/2018 | |
**Signature of Reporting Person | Date | |
/s/ John V. Lovoi | 02/15/2018 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | John V. Lovoi ("Lovoi") is the sole member and manager of JVL Advisors, LLC ("JVL Advisors"), which is the ultimate controlling entity of Asklepios Energy Fund, LP, a Texas limited partnership ("Asklepios"), Hephaestus Energy Fund, LP, a Delaware limited partnership ("Hephaestus"), Children's Energy Fund, LP, a Delaware limited partnership ("Children's Fund"), LVPU, LP, a Delaware limited partnership ("LVPU"), and Panakeia Energy Fund, LP, a Delaware limited partnership ("Panakeia"). Lovoi is a managing member of Lobo Baya, LLC, which is the ultimate controlling entity of Luxiver, LP, a Delaware limited partnership ("Luxiver", and collectively with Asklepios, Hephaestus, Children's Fund, LVPU, and Panakeia, the "Partnerships"). JVL Advisors is a party to an investment management agreement with Luxiver that gives JVL Advisors voting and dispositive power over the securities owned by Luxiver; thus, JVL Advisors may be deemed an ultimate controlling entity of Luxiver. |
(2) | Because of their control over, and investment management relationship with, the Partnerships, JVL Advisors and Lovoi may be deemed to have voting and dispositive power over the securities owned by the Partnerships; thus, each may also be deemed to be the beneficial owner of these securities. JVL Advisors and Lovoi disclaim any beneficial ownership of the reported securities beneficially owned by the Partnerships in excess of their respective pecuniary interest in such securities. |
(3) | Represents Luxiver's sale of shares of common stock. |
(4) | Represents shares of common stock held by Luxiver. |
(5) | Represents Hephaestus' sale of shares of common stock. |
(6) | Represents shares of common stock held by Hephaestus. |
(7) | Represents Children's Fund's sale of shares of common stock. |
(8) | Represents shares of common stock held by Children's Fund. |
(9) | Represents LVPU's sale of shares of common stock. |
(10) | Represents shares of common stock held by LVPU. |
(11) | Represents Asklepios' sale of shares of common stock. |
(12) | Represents shares of common stock held by Asklepios. |
(13) | Represents Panakeia's sale of shares of common stock. |
(14) | Represents shares of common stock held by Panakeia. |
(15) | Represents an average sale price for the shares of common stock - the high price was $8.25 and the low price was $7.90. |
(16) | Represents an average sale price for the shares of common stock - the high price was $8.05 and the low price was $7.90. |
(17) | Represents an average sale price for the shares of common stock - the high price was $8.05 and the low price was $7.75. |