SEC Form 4 · accession 0000950142-15-001085
ANTERO RESOURCES Corp · AR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Christopher Reid Manning
Director
Period of report
May 13, 2015
Accepted (ET)
May 15, 2015 · 5:49 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001433270
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stock, par value $0.01 per shareF3,F4 | May 13, 2015 | J | 6,192,101 | $0.00 | D | 200,973,808 | I | See footnote |
| Common stock, par value $0.01 per shareF5,F3,F4 | May 13, 2015 | S | 178,378 | $43.29 | D | 200,795,430 | I | See footnote |
| Common stock, par value $0.01 per shareF6,F3,F4 | May 13, 2015 | S | 900 | $44.02 | D | 200,794,530 | I | See footnote |
| Common stock, par value $0.01 per shareF7,F3,F4 | May 14, 2015 | S | 133,505 | $42.67 | D | 200,661,025 | I | See footnote |
| Common stock, par value $0.01 per shareF1,F2 | holding | — | — | — | 3,344 | D | ||
| Common stock, par value $0.01 per shareF8 | holding | — | — | — | 35,750 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Includes 1,526 shares of common stock of Antero Resources Corporation ("Common Stock") issued on October 16, 2014 under a Restricted Stock Agreement that will vest in a single installment one year from the date of grant, or October 16, 2015.
- F2Mr. Manning holds these securities for the benefit of the Trilantic Capital Partners and its affiliated entities. Mr. Manning disclaims any beneficial ownership of these securities, except to the extent of his pecuniary interest therein.
- F3The Reporting Person is a partner of Trilantic Capital Management L.P. ("Trilantic Capital Partners"). Certain entities managed by Trilantic Capital Partners and its affiliates hold a 8.5% direct voting interest in Antero Resources Investment LLC, a Delaware limited liability company ("Antero Investment"). The Trilantic Capital Partners entities are TCP Antero I-1 Holdco, LLC, TCP Antero I-2 Holdco, LLC and TCP Antero I-4 Holdco, LLC (collectively, the "TCP-Antero LLCs"). On May 13, 2015, Antero Investment made a pro rata distribution to its members, consisting of 807,899 shares of Common Stock to the TCP-Antero LLCs and 6,192,101 shares of Common Stock to the other members. Following the distribution, Antero Investment owned 200,165,909 shares of Common Stock. All shares indicated as indirectly owned by the Reporting Person are included because of his affiliation with Trilantic Capital Partners and the TCP-Antero LLCs. (cont'd in FN 4)
- F4(cont'd from FN 3) The Reporting Person disclaims beneficial ownership of all such securities except to the extent of his pecuniary interest therein.
- F5Sales by the TCP-Antero LLCs. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.00 to $43.98, inclusive. The reporting person undertakes to provide to Antero Resources Corporation, any security holder of Antero Resources Corporation or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (5), (6) and (7) to this Form 4.
- F6Sales by the TCP-Antero LLCs. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.00 to $44.03, inclusive.
- F7Sales by the TCP-Antero LLCs. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.50 to $43.13, inclusive.
- F8Represents shares held by TCP Antero Principals LLC, a Trilantic Capital Partners entity. All shares indicated as indirectly owned by the Reporting Person are included because of his affiliation with the Trilantic Capital Partners entities, as described above. The Reporting Person disclaims beneficial ownership of all such securities except to the extent of his pecuniary interest therein.
Remarks
Exhibit List: Exhibit 24 - Power of Attorney