SEC Form 4 · accession 0001209191-17-033677
EARTHSTONE ENERGY INC · ESTE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
May 16, 2017
Accepted (ET)
May 18, 2017 · 5:34 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000010254
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3,F4,F5,F6,F7 | May 9, 2017 | J | 9,162,452 | — | D | 0 | D | |
| Class A Common StockF1,F2,F3,F4,F5,F6,F7 | May 9, 2017 | J | 9,162,452 | — | A | 9,162,452 | D | |
| Class A Common Stock | May 16, 2017 | J | 9,162,452 | $0.00 | D | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock, $0.001 par value per share, was reclassified into one share of Class A Common Stock, $0.001 par value per share.
- F2These securities are directly held by Oak Valley Resources, LLC (Oak Valley).
- F3EnCap Energy Capital Fund VII, L.P. (EnCap Fund VII), EnCap Energy Capital Fund VI, L.P. (EnCap Fund VI), EnCap VI-B Acquisitions, L.P. (EnCap Fund VI-B), EnCap Energy Capital Fund V, L.P. (EnCap Fund V), and EnCap V-B Acquisitions, L.P. (EnCap Fund V-B and together with Encap Fund VII, EnCap Fund VI, EnCap Fund VI-B and EnCap Fund V, the EnCap Funds) collectively own 58.8% of the Class A membership interests of Oak Valley. Accordingly, the EnCap Funds may be deemed to beneficially own the reported securities.
- F4EnCap Partners, LLC (EnCap Partners) is the managing member of EnCap Investments Holdings, LLC (EnCap Holdings), which is the sole member of EnCap Investments GP, L.L.C. (EnCap Investments GP), which is the general partner of EnCap Investments L.P. (EnCap Investments LP), which is the general partner of EnCap Equity Fund VII GP, L.P. (EnCap Fund VII GP), EnCap Equity Fund VI GP, L.P. (EnCap Fund VI GP), and EnCap Equity Fund V GP, L.P. (EnCap Fund V GP). EnCap Fund VII GP is the general partner of EnCap Fund VII. (continued in Footnote 5).
- F5(continued from Footnote 4). EnCap Fund VI GP is the general partner of EnCap Fund VI. EnCap Fund VI GP is also the general partner of EnCap Energy Capital Fund VI-B, L.P. (EnCap Capital Fund VI-B), which is the sole member of EnCap VI-B Acquisitions GP, LLC (EnCap VI-B Acquisitions GP), which is the general partner of EnCap Fund VI-B. EnCap Fund V GP is the general partner of EnCap Fund V. EnCap Fund V GP is also the general partner of EnCap Energy Capital Fund V-B, L.P. (EnCap Capital Fund V-B), which is the sole member of EnCap V-B Acquisitions GP, LLC (EnCap V-B Acquisitions GP), which is the general partner of EnCap Fund V-B. Therefore, EnCap Partners, EnCap Holdings, EnCap Investments GP, EnCap Investments LP, EnCap Fund VII GP, EnCap Fund VI GP, EnCap Fund V GP, EnCap Capital Fund V-B, EnCap Capital Fund VI-B, EnCap VI-B Acquisitions GP and EnCap V-B Acquisitions GP may be deemed to beneficially own the reported securities.
- F6This report is filed in connection with the Form 4 filed today by Mr. Zorich.
- F7The reporting persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owners of the reported securities for purposes of Section 16 or for any other purpose.
- F8Pro rata distribution by Oak Valley Resources, LLC to its members for no consideration.