SEC Form 4 · accession 0000899243-17-017295
Jones Energy, Inc. · JONE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Period of report
Apr 10, 2017
Accepted (ET)
Jun 27, 2017 · 5:03 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001573166
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 8% Series A Perpetual Convertible Preferred StockF4,F1,F3 | $3.19 | Apr 10, 2017 | S | 18,400 | D | — | — | Class A common stock | 288,809 | 181,600 | I |
| 8% Series A Perpetual Convertible Preferred StockF4,F1,F3 | $3.19 | Jun 23, 2017 | S | 100,000 | D | — | — | Class A common stock | 1,569,610 | 81,600 | I |
Explanation of responses
- F1Based on the initial conversion price, which is subject to certain adjustments set forth in Jones Energy, Inc.'s (the "Issuer") Certificate of Designation of 8% Series A Perpetual Convertible Preferred Stock.
- F2The Reporting Person inadvertently failed to report the sale of these shares, which were previously sold in multiple transactions under Rule 144 under the Securities Act of 1933, as amended, at a price of $50.40 per share, at the time of the transactions.
- F3The 8% Series A Perpetual Convertible Preferred Stock has no expiration date, but may be converted into the Issuer's Class A common stock, par value $0.001 per share, upon the occurrence of certain events set forth in the Issuer's Certificate of Designations of 8% Series A Perpetual Convertible Preferred Stock.
- F4The Reporting Person is the sole member of the general partner of Metalmark Capital Partners II GP, L.P. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.
- F5These shares were sold in connection with a registered offering pursuant to a shelf registration statement on Form S-3 filed by the Issuer with the Securities and Exchange Commission (the "SEC") on May 3, 2017, as amended on May 26, 2017 and June 12, 2017, which the SEC declared effective on June 19, 2017.