SEC Form 4 · accession 0000899243-16-021126
Nuverra Environmental Solutions, Inc. · NES
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark D Johnsrud
Officer — Chairman of the Board and CEO · Director · 10% Owner
Period of report
May 26, 2016
Accepted (ET)
May 27, 2016 · 4:46 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001403853
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3,F4 | May 26, 2016 | J | 98,234,375 | — | A | 98,234,375 | I | By Badlands Development II, LLC |
| Common StockF5 | holding | — | — | — | 1,305 | I | 401(k) | |
| Common StockF6 | holding | — | — | — | 655,000 | I | By JPJ LP | |
| Common Stock | holding | — | — | — | 9,534,734 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Exchange of 9.875% Senior Notes due 2018 for common stock pursuant to Restructuring Support Agreement dated March 11, 2016.
- F2Shares issued for the exchange of $31,435,000 principal amount of 9.875% Senior Notes due 2018 at a conversion price per share of $0.32 (the "Conversion Price"). The $31,435,000 principal amount of 9.875% Senior Notes due 2018 were cancelled on April 15, 2016.
- F3Shares of common stock issued at the Conversion Price.
- F4These securities are owned directly by Badlands Development II, LLC, and may also be deemed to be beneficially owned by Mark D. Johnsrud, who owns 100% of the units and acts as its sole managing member.
- F5Represents shares of common stock acquired through the Issuer's 401(k) Match Plan as of May 26, 2016, through which the Issuer previously matched its employees' cash contributions with common stock.
- F6These securities are owned directly by JPJ LP, and may also be deemed to be beneficially owned by Mark D. Johnsrud, who controls the entity.