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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 | ||||||||
Subordinated units representing limited partner interests | (1) | 02/13/2015 | M | 640,165 | (1) | (4) | Common units representing limited partner interests | 640,165 | (1) | 0 | I (5) (6) (7) | See Notes (5) (6) (7) | |||
Subordinated units representing limited partner interests | (2) | 02/13/2015 | M | 212,245 | (2) | (4) | Common units representing limited partner interests | 212,245 | (2) | 0 | I (5) (6) (8) | See Notes (5) (6) (8) | |||
Subordinated units representing limited partner interests | (3) | 02/13/2015 | M | 3,627,590 | (3) | (4) | Common units representing limited partner interests | 3,627,590 | (3) | 0 | I (4) (5) (8) | See Notes (5) (6) (9) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
REYNOLDS JOHN T C/O LIME ROCK MANAGEMENT LP 274 RIVERSIDE AVENUE, 3RD FLOOR WESTPORT, CT 06880 |
X | Director by Deputization |
/s/ Kris Agarwal, as attorney-in-fact | 02/17/2015 | |
**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) | On February 13, 2015, pursuant to the terms of the First Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement") of LRR Energy, L.P. (the "Partnership"), 640,165 subordinated units representing limited partner interests in the Partnership ("Subordinated Units") acquired by Lime Rock Resources A, L.P. ("LRR A") in the Partnership's initial public offering converted automatically into common units representing limited partnership interests in the Partnership ("Common Units") on a one-for-one basis for no additional consideration. |
(2) | On February 13, 2015, pursuant to the terms of the Partnership Agreement, 212,245 Subordinated Units acquired by Lime Rock Resources B, L.P. ("LRR B") in the IPO converted automatically into Common Units on a one-for-one basis for no additional consideration. |
(3) | On February 13, 2015, pursuant to the terms of the Partnership Agreement, 3,627,590 Subordinated Units acquired by Lime Rock Resources C, L.P. ("LRR C") in the IPO converted automatically into Common Units on a one-for-one basis for no additional consideration. |
(4) | The Subordinated Units did not have an expiration date. |
(5) | The Reporting Person is one of two managers of LRR GP, LLC ("LRR GP"), which is the general partner of Lime Rock Resources GP, L.P. ("Lime Rock GP"). Lime Rock GP is the general partner of LRR A, LRR B and LRR C. |
(6) | The Reporting Person, LRR GP and Lime Rock GP may be deemed to share voting and dispositive power over the reported securities. Each of the Reporting Person, LRR GP and Lime Rock GP disclaim beneficial ownership of any interests of the reported securities in excess of such person's or entity's respective pecuniary interest in the securities. This report shall not be deemed an admission that the Reporting Person, LRR GP or Lime Rock GP is the beneficial owner of such interests for purposes of Section 16 or for any other purpose. |
(7) | Units owned by LRR A. |
(8) | Units owned by LRR B. |
(9) | Units owned by LRR C. |
Remarks: The Reporting Person is one of two managers of Lime Rock Management GP, LLC, which is the general partner of Lime Rock Management LP ("LRM"). LRM has the right to appoint all of the directors of the Board of Directors of LRE GP, LLC, the general partner of the Issuer. Therefore, the Reporting Person may be deemed to be a director by deputization. |