SEC Form 4 · accession 0000902664-18-000593
PEABODY ENERGY CORP · BTU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
ELLIOTT INTERNATIONAL, L.P.
10% Owner
Period of report
Jan 31, 2018
Accepted (ET)
Feb 2, 2018 · 5:20 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001064728
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.01 par value per share (the "Common Stock")F3,F1,F2 | Jan 31, 2018 | C | 9,619,100 | — | A | 24,031,115 | I | See footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Convertible Preferred StockF1,F3,F2 | $40.30 | Jan 31, 2018 | C | 5,108,947 | D | — | — | Common Stock | 9,619,100 | — | I |
Explanation of responses
- F1This Form 4 is filed jointly by Elliott International, L.P. ("Elliott International") and Elliott International Capital Advisors Inc. ("EICA" and, together with Elliott International, the "Reporting Persons"). EICA, as the investment manager of Elliott International, may be deemed to beneficially own the securities owned directly by Elliott International. The Reporting Person may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding common stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
- F2Securities owned by Spraberry Investments Inc., a Delaware corporation ("Spraberry") and a wholly-owned subsidiary of Elliott International. EICA, as the investment manager of Elliott International, may be deemed to beneficially own the securities owned by directly by Spraberry.
- F3Pursuant to the terms of the Certificate of Designation of the Series A Convertible Preferred Stock, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock without any action by the Reporting Persons on January 31, 2018. These shares of Series A Convertible Preferred Stock had no expiration date.