SEC Form 4 · accession 0001140361-16-058575
Rhino Resource Partners LP · RHNO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Charles E Davidson
10% Owner
WEXFORD CAPITAL LP
Director · 10% Owner
Joseph Jacobs
10% Owner
Rhino Energy Holdings LLC
10% Owner
Wexford GP LLC
10% Owner
Period of report
Mar 17, 2016
Accepted (ET)
Mar 21, 2016 · 4:46 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001490630
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Subordinated UnitsF2,F3,F4,F1 | — | Mar 17, 2016 | S | 8,597,487 | D | — | — | Common Units | 8,597,487 | 0 | I |
| Subordianted UnitsF2,F7,F1 | — | Mar 17, 2016 | S | 857,765 | D | — | — | Common Units | 857,765 | 0 | I |
| Subordinated UnitsF5,F1 | — | holding | — | — | — | — | — | Common Units | 696,268 | 696,268 | I |
| Subordianted UnitsF6,F1 | — | holding | — | — | — | — | — | Common Units | 201,642 | 201,642 | I |
Explanation of responses
- F1The subordinated units will convert into common units on a one-for-one basis at the times set forth in, and subject to the terms and conditions of, the issuer's Partnership Agreement.
- F2Rhino Energy Holdings LLC ("REH") and Rhino Resource Holdings LLC ("RRH") received $200,000 for the sale of an aggregate of 9,455,252 subordinated units.
- F3This form is jointly filed by Wexford Capital LP ("Wexford"), Charles E. Davidson ("Davidson"), Joseph M. Jacobs ("Jacobs"), Wexford GP LLC ("Wexford GP") and REH. The subordinated units shown as beneficially owned by Davidson, Jacobs, Wexford GP and Wexford, reflect subordinated units that were owned of record by REH. Wexford serves as manager for REH and as such may be deemed to share beneficial ownership of the subordinated units beneficially owned by REH, but disclaims such beneficial ownership to the extent such beneficial ownership exceeds its pecuniary interest. (*continued under Footnote (4) below).
- F4(*continued from Footnote (3) above) Wexford GP, as the general partner of Wexford, may be deemed to share beneficial ownership of the subordinated units beneficially owned by REH, but disclaims such beneficial ownership to the extent such beneficial ownership exceeds its pecuniary interest. Messrs. Davidson and Jacobs, as the controlling persons of Wexford GP, may be deemed to share beneficial ownership of any subordinated units beneficially owned by REH for which Wexford serves as manager, but disclaim such beneficial ownership to the extent such beneficial ownership exceeds their pecuniary interest.
- F5Davidson, as the sole managing member of CD Holding Company, LLC and the beneficial owner of Polycomp Trust Company Custodian FBO Charles E. Davidson Roth IRA owns these subordinated units.
- F6Jacobs, individually, and as a member of J Jacobs Holdings LLC owns these subordinated units.
- F7RRH owned the subordinated units reported on this line. Wexford serves as manager for RRH and as such may be deemed to share beneficial ownership of the subordinated units beneficially owned by RRH, but disclaims such beneficial ownership to the extent such beneficial ownership exceeds its pecuniary interest. Wexford GP, as the general partner of Wexford, may be deemed to share beneficial ownership of the subordinated units beneficially owned by RRH, but disclaims such beneficial ownership to the extent such beneficial ownership exceeds its pecuniary interest. Messrs. Davidson and Jacobs, as the controlling persons of Wexford GP, may be deemed to share beneficial ownership of any subordinated units beneficially owned by RRH for which Wexford serves as manager, but disclaim such beneficial ownership to the extent such beneficial ownership exceeds their pecuniary interest.