SEC Form 4/A · accession 0000899243-19-000733
Mid-Con Energy Partners, LP · MCEP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owners
John C Goff
10% Owner
Goff MCEP II LP
10% Owner
John C. Goff 2010 Family Trust
10% Owner
GFT Strategies, LLC
10% Owner
Goff Focused Strategies LLC
10% Owner
GFS Management, LLC
10% Owner
GFS REN GP, LLC
10% Owner
GFS MCEP GP, LLC
10% Owner
Period of report
Dec 31, 2018
Accepted (ET)
Jan 8, 2019 · 3:15 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001527709
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF1 | Dec 31, 2018 | P | 280,000 | $0.7798 | A | 518,000 | I | See footnote |
| Common UnitsF2 | Dec 31, 2018 | P | 100,000 | $0.7798 | A | 160,000 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class A Convertible Preferred UnitsF5,F3 | — | holding | — | — | — | Feb 11, 2017 | — | Common Units Representing Limited Partner Interests | 2,697,674 | 2,697,674 | I |
| Class A Convertible Preferred UnitsF6,F7,F3 | — | holding | — | — | — | Feb 11, 2017 | — | Common Units Representing Limited Partner Interests | 1,860,465 | 1,860,465 | I |
| Class A Convertible Preferred UnitsF8,F3 | — | holding | — | — | — | Feb 11, 2017 | — | Common Units Representing Limited Partner Interests | 232,558 | 232,558 | I |
| Class B Convertible Preferred UnitsF9,F4 | — | holding | — | — | — | Jul 31, 2018 | — | Common Units Representing Limited Partner Interests | 5,098,039 | 5,098,039 | I |
| Class B Convertible Preferred UnitsF6,F7,F4 | — | holding | — | — | — | Jul 31, 2018 | — | Common Units Representing Limited Partner Interests | 784,314 | 784,314 | I |
| Class B Convertible Preferred UnitsF10,F4 | — | holding | — | — | — | Jul 31, 2018 | — | Common Units Representing Limited Partner Interests | 784,314 | 784,314 | I |
| Class B Convertible Preferred UnitsF11,F4 | — | holding | — | — | — | Jul 31, 2018 | — | Common Units Representing Limited Partner Interests | 2,614,379 | 2,614,379 | I |
Explanation of responses
- F1These Common Units are directly held by the John C. Goff 2010 Family Trust (the Trust). John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the common units representing limited partner interests (Common Units) held by the Trust.
- F10These Class B Preferred Units are held directly by Goff REN Holdings II, LLC (Goff REN II). GFS REN is the managing member of Goff REN II and, as such, it may be deemed to beneficially own the Class B Preferred Units held by Goff REN II. GFS Management is the managing member of GFS REN and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS REN. GFS is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS Management. GFT is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class B Preferred Units held by the Trust.
- F11These Class B Preferred Units are held directly by Goff Focused Energy Strategies, LP (Goff Energy). GFS Energy GP, LLC (GFS Energy) is the general partner of Goff Energy and, as such, it may be deemed to beneficially own the Class B Preferred Units held by Goff Energy. GFS Management is the managing member of GFS Energy and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS Energy. GFS is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS Management. GFT is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class B Preferred Units held by the Trust.
- F2These Common Units are directly held by Goff Family Investments, LP (Goff Investments). Goff Capital, Inc. (Goff Capital) is the general partner of Goff Investments and, as such, it may be deemed to beneficially own the Common Units held by Goff Investments. The Trust is the controlling shareholder of Goff Capital and, as such, it may be deemed to beneficially own the Common Units held by Goff Capital. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the securities held by the Trust.
- F3The Class A Convertible Preferred Units (Class A Preferred Units) are convertible into Common Units on a one-for-one basis and have no expiration date.
- F4The Class B Convertible Preferred Units (Class B Preferred Units) are convertible into Common Units on a one-for-one basis and have no expiration date.
- F5These Class A Preferred Units are held directly by Goff MCEP Holdings, LLC (Goff MCEP Holdings). Goff Capital is the manager of Goff MCEP Holdings, and, as such, it may be deemed to beneficially own the Class A Preferred Units held by Goff MCEP Holdings. The Trust is the controlling shareholder of Goff Capital, and, as such, it may be deemed to beneficially own the Class A Preferred Units held by Goff Capital. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class A Preferred Units held by the Trust.
- F6These Class A and Class B Preferred Units are held directly by Goff REN Holdings, LLC (Goff REN). GFS REN GP, LLC (GFS REN) is the managing member of Goff REN and, as such, it may be deemed to beneficially own the Class A and Class B Preferred Units held by Goff REN. GFS Management, LLC (GFS Management) is the managing member of GFS REN and, as such, it may be deemed to beneficially own the Class A and Class B Preferred Units held by GFS REN. Goff Focused Strategies LLC (GFS) is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Class A and Class B Preferred Units held by GFS Management.
- F7(Continued from Footnote 6) GFT Strategies, LLC (GFT) is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Class A and Class B Preferred Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Class A and Class B Preferred Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class A and Class B Preferred Units held by the Trust.
- F8These Class A Preferred Units are held directly by the Goff Family Foundation (Family Foundation). John C. Goff is the sole board member of the Family Foundation and, as such, he may be deemed to beneficially own the Class A Preferred Units held by the Family Foundation.
- F9These Class B Preferred Units are held directly by Goff MCEP II, LP (Goff MCEP II). GFS MCEP GP, LLC (GFS MCEP) is the general partner of Goff MCEP II and, as such, it may be deemed to beneficially own the Class B Preferred Units held by Goff MCEP II. GFS Management is the managing member of GFS MCEP and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS MCEP. GFS is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS Management. GFT is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class B Preferred Units held by the Trust.
Remarks
This report on Form 4/A amends and replaces in its entirety the Form 4 filed by the Reporting Persons on January 3, 2019. This report on Form 4/A is being filed solely to add the following persons as Reporting Persons to this report: GFS MCEP GP, LLC, GFS REN GP, LLC, GFS Management, LLC, GFT Strategies, LLC, and Goff Focused Strategies LLC. All other provisions in the original Form 4 remain unchanged.