Form 4 for PR Permian Resources Corp
Accepted 2024-03-08 00:00:00 ET · period of report 2024-03-06 · accession 0000950170-24-028622 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DI | 2024-03-08 | 2024-03-06 | PR | EnCap Energy Capital Fund IX, L.P. | 10% | D - Sale to Iss | $0.00 | -5.45M | 39.11M | -12% | $0 |
| DI | 2024-03-08 | 2024-03-06 | PR | EnCap Energy Capital Fund IX, L.P. | 10% | C - Cnv Deriv | $0.00 | +5.45M | 34.48M | +19% | $0 |
| DI | 2024-03-08 | 2024-03-06 | PR | EnCap Energy Capital Fund IX, L.P. | 10% | S - Sale | $15.71 | -9.00M | 25.48M | -26% | -$141.39M |
| DI | 2024-03-08 | 2024-03-06 | PR | EnCap Energy Capital Fund IX, L.P. | 10% | C - Cnv Deriv | — | -5.45M | 39.11M | -12% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class C Common Stock | 2024-03-06 | D | D | 5,449,577 | $0.00 | 39,105,695 | I See Footnotes | — | — | (F1) At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("OpCo") (such common units, "OpCo Units") and a corresponding share of Class C Common Stock, par value $0.0001 per share ("Class C Common Stock"), of Permian Resources Corporation ("Permian" or the "Issuer") may be redeemed for newly-issued shares of Class A Common Stock, par value $0.0001 per share ("Class A Common Stock"), of the Issuer on a one-for-one basis. The OpCo Units do not expire. (F4) Following completion of the Offering, Bold directly owns 39,105,695 shares of Class C Common Stock and an equivalent number of OpCo Units. (F5) EnCap Partners GP, LLC ("EnCap Partners GP") is the general partner of EnCap Partners, LP ("EnCap Partners"), which is the managing member of EnCap Investments Holdings, LLC ("EnCap Holdings"), which is the sole member of EnCap Investments GP, L.L.C. ("Investments GP"), which is the general partner of EnCap Investments L.P. ("Investments LP"), which is the general partner of EnCap Equity Fund VIII GP, L.P. ("Fund VIII GP") and EnCap Equity Fund IX GP, L.P. ("Fund IX GP"), which are the general partners of Fund VIII and EnCap Energy Capital Fund IX, L.P. ("Fund IX"), respectively. Fund IX directly owns 100% of the membership interests of Bold. Investments LP is the sole member of EnCap Equity Fund XI GP, LLC ("Fund XI LLC"), which is the general partner of EnCap Equity Fund XI GP, L.P. ("Fund XI GP"), which is the general partner of Fund XI. (F7) Pursuant to the Seventh Amended and Restated Limited Liability Company Agreement of OpCo (the "OpCo LLCA"), each member of OpCo (other than Permian and its subsidiaries) has the right to cause OpCo to redeem all or a portion of such member's OpCo Units in exchange for, at OpCo's option, an equal number of shares of Class A Common Stock or a cash amount in lieu of shares of Class A Common Stock, as determined in accordance with the OpCo LLCA. Upon redemption of an Opco Unit, a share of Class C Common Stock shall be surrendered by the holder and cancelled by Permian. (F6) (Continued from footnote 5): Therefore, each of EnCap Partners GP, EnCap Partners, EnCap Holdings, Investments GP, Investments LP, Fund VIII GP, Fund IX GP, Fund XI LLC, Fund XI or Fund XI GP may be deemed to beneficially own or to have beneficially owned the reported securities that are or were held of record by any reporting persons under its direct or indirect control. Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is a beneficial owner of the reported securities for purposes of Section 16 or for any other purpose. |
| 2 | Common | Class A Common Stock | 2024-03-06 | C | A | 5,449,577 | $0.00 | 34,477,527 | I See Footnotes | — | — | (F1) At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("OpCo") (such common units, "OpCo Units") and a corresponding share of Class C Common Stock, par value $0.0001 per share ("Class C Common Stock"), of Permian Resources Corporation ("Permian" or the "Issuer") may be redeemed for newly-issued shares of Class A Common Stock, par value $0.0001 per share ("Class A Common Stock"), of the Issuer on a one-for-one basis. The OpCo Units do not expire. (F3) Following the completion of the Offering, Fund XI directly owns 22,825,299 shares of Class A Common Stock. Following the completion of the Offering, Fund VIII directly owns 2,652,228 shares of Class A Common Stock. (F4) Following completion of the Offering, Bold directly owns 39,105,695 shares of Class C Common Stock and an equivalent number of OpCo Units. (F5) EnCap Partners GP, LLC ("EnCap Partners GP") is the general partner of EnCap Partners, LP ("EnCap Partners"), which is the managing member of EnCap Investments Holdings, LLC ("EnCap Holdings"), which is the sole member of EnCap Investments GP, L.L.C. ("Investments GP"), which is the general partner of EnCap Investments L.P. ("Investments LP"), which is the general partner of EnCap Equity Fund VIII GP, L.P. ("Fund VIII GP") and EnCap Equity Fund IX GP, L.P. ("Fund IX GP"), which are the general partners of Fund VIII and EnCap Energy Capital Fund IX, L.P. ("Fund IX"), respectively. Fund IX directly owns 100% of the membership interests of Bold. Investments LP is the sole member of EnCap Equity Fund XI GP, LLC ("Fund XI LLC"), which is the general partner of EnCap Equity Fund XI GP, L.P. ("Fund XI GP"), which is the general partner of Fund XI. (F7) Pursuant to the Seventh Amended and Restated Limited Liability Company Agreement of OpCo (the "OpCo LLCA"), each member of OpCo (other than Permian and its subsidiaries) has the right to cause OpCo to redeem all or a portion of such member's OpCo Units in exchange for, at OpCo's option, an equal number of shares of Class A Common Stock or a cash amount in lieu of shares of Class A Common Stock, as determined in accordance with the OpCo LLCA. Upon redemption of an Opco Unit, a share of Class C Common Stock shall be surrendered by the holder and cancelled by Permian. (F6) (Continued from footnote 5): Therefore, each of EnCap Partners GP, EnCap Partners, EnCap Holdings, Investments GP, Investments LP, Fund VIII GP, Fund IX GP, Fund XI LLC, Fund XI or Fund XI GP may be deemed to beneficially own or to have beneficially owned the reported securities that are or were held of record by any reporting persons under its direct or indirect control. Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is a beneficial owner of the reported securities for purposes of Section 16 or for any other purpose. |
| 3 | Common | Class A Common Stock | 2024-03-06 | S | D | 9,000,000 | $15.71 | 25,477,527 | I See Footnotes | — | — | (F2) This amount represents the $15.71 price per share of Class A Common Stock sold by Bold Energy Holdings, LLC ("Bold"), EnCap Energy Capital Fund VIII, L.P. ("Fund VIII") and EnCap Energy Capital Fund XI, L.P. ("Fund XI") in connection with an underwritten public offering (the "Offering"). (F3) Following the completion of the Offering, Fund XI directly owns 22,825,299 shares of Class A Common Stock. Following the completion of the Offering, Fund VIII directly owns 2,652,228 shares of Class A Common Stock. (F5) EnCap Partners GP, LLC ("EnCap Partners GP") is the general partner of EnCap Partners, LP ("EnCap Partners"), which is the managing member of EnCap Investments Holdings, LLC ("EnCap Holdings"), which is the sole member of EnCap Investments GP, L.L.C. ("Investments GP"), which is the general partner of EnCap Investments L.P. ("Investments LP"), which is the general partner of EnCap Equity Fund VIII GP, L.P. ("Fund VIII GP") and EnCap Equity Fund IX GP, L.P. ("Fund IX GP"), which are the general partners of Fund VIII and EnCap Energy Capital Fund IX, L.P. ("Fund IX"), respectively. Fund IX directly owns 100% of the membership interests of Bold. Investments LP is the sole member of EnCap Equity Fund XI GP, LLC ("Fund XI LLC"), which is the general partner of EnCap Equity Fund XI GP, L.P. ("Fund XI GP"), which is the general partner of Fund XI. (F7) Pursuant to the Seventh Amended and Restated Limited Liability Company Agreement of OpCo (the "OpCo LLCA"), each member of OpCo (other than Permian and its subsidiaries) has the right to cause OpCo to redeem all or a portion of such member's OpCo Units in exchange for, at OpCo's option, an equal number of shares of Class A Common Stock or a cash amount in lieu of shares of Class A Common Stock, as determined in accordance with the OpCo LLCA. Upon redemption of an Opco Unit, a share of Class C Common Stock shall be surrendered by the holder and cancelled by Permian. (F6) (Continued from footnote 5): Therefore, each of EnCap Partners GP, EnCap Partners, EnCap Holdings, Investments GP, Investments LP, Fund VIII GP, Fund IX GP, Fund XI LLC, Fund XI or Fund XI GP may be deemed to beneficially own or to have beneficially owned the reported securities that are or were held of record by any reporting persons under its direct or indirect control. Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is a beneficial owner of the reported securities for purposes of Section 16 or for any other purpose. |
| 4 | Derivative | OpCo Units | 2024-03-06 | C | D | 5,449,577 | — | 39,105,695 | I See Footnotes | — · — to — | 5,449,577 Class A Common Stock | (F1) At the request of the reporting persons, each common unit of Permian Resources Operating, LLC ("OpCo") (such common units, "OpCo Units") and a corresponding share of Class C Common Stock, par value $0.0001 per share ("Class C Common Stock"), of Permian Resources Corporation ("Permian" or the "Issuer") may be redeemed for newly-issued shares of Class A Common Stock, par value $0.0001 per share ("Class A Common Stock"), of the Issuer on a one-for-one basis. The OpCo Units do not expire. (F4) Following completion of the Offering, Bold directly owns 39,105,695 shares of Class C Common Stock and an equivalent number of OpCo Units. (F5) EnCap Partners GP, LLC ("EnCap Partners GP") is the general partner of EnCap Partners, LP ("EnCap Partners"), which is the managing member of EnCap Investments Holdings, LLC ("EnCap Holdings"), which is the sole member of EnCap Investments GP, L.L.C. ("Investments GP"), which is the general partner of EnCap Investments L.P. ("Investments LP"), which is the general partner of EnCap Equity Fund VIII GP, L.P. ("Fund VIII GP") and EnCap Equity Fund IX GP, L.P. ("Fund IX GP"), which are the general partners of Fund VIII and EnCap Energy Capital Fund IX, L.P. ("Fund IX"), respectively. Fund IX directly owns 100% of the membership interests of Bold. Investments LP is the sole member of EnCap Equity Fund XI GP, LLC ("Fund XI LLC"), which is the general partner of EnCap Equity Fund XI GP, L.P. ("Fund XI GP"), which is the general partner of Fund XI. (F7) Pursuant to the Seventh Amended and Restated Limited Liability Company Agreement of OpCo (the "OpCo LLCA"), each member of OpCo (other than Permian and its subsidiaries) has the right to cause OpCo to redeem all or a portion of such member's OpCo Units in exchange for, at OpCo's option, an equal number of shares of Class A Common Stock or a cash amount in lieu of shares of Class A Common Stock, as determined in accordance with the OpCo LLCA. Upon redemption of an Opco Unit, a share of Class C Common Stock shall be surrendered by the holder and cancelled by Permian. (F6) (Continued from footnote 5): Therefore, each of EnCap Partners GP, EnCap Partners, EnCap Holdings, Investments GP, Investments LP, Fund VIII GP, Fund IX GP, Fund XI LLC, Fund XI or Fund XI GP may be deemed to beneficially own or to have beneficially owned the reported securities that are or were held of record by any reporting persons under its direct or indirect control. Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is a beneficial owner of the reported securities for purposes of Section 16 or for any other purpose. |