SEC Form 4 · accession 0001104659-18-041832
Jones Energy, Inc. · JONE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jonny Jones
Director · 10% Owner
Period of report
Jun 21, 2018
Accepted (ET)
Jun 22, 2018 · 5:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001573166
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A common stockF3,F2 | Jun 21, 2018 | S | 228,000 | $0.356 | D | 0 | I | See footnote |
| Class A common stockF4 | holding | — | — | — | 5,838,841 | D | ||
| Class A common stockF5 | holding | — | — | — | 1,450,005 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Jones Energy Drilling Fund, LP ("JEDF"), the record owner of the shares. JEDF adopted the trading plan to sell shares of Class A common stock ("Class A Shares") on behalf of a terminated employee (the "Terminated Employee") pursuant to a pre-existing contractual arrangement.
- F2The Class A Shares reported herein are beneficially owned by the Reporting Person solely as a result of his status as the Manager of Jones Energy Management, LLC, which is the general partner of JEDF. Such Class A Shares are held for the benefit of the Terminated Employee. The Reporting Person disclaims beneficial ownership of the Class A Shares reported herein except to the extent of his pecuniary interest therein.
- F3The price reported in Column 4 is a weighted average price. The Class A Shares sold were sold in multiple transactions at prices ranging from $0.35 to $0.3760. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Class A Shares sold at each separate price within the range set forth in this footnote.
- F4The Reporting Person is deemed to beneficially own 5,051,725 Class A Shares as a result of the irrevocable proxies (the "Proxies") to vote such Class A Shares granted on July 6, 2017 by Debora Lynn Jones Trust V, Julie Ann Jarvis Trust V, Jon Rex Jones Loyal Trust, Jon Rex Jones, Jr. Trust V and Stephen Martin Jones Trust V. Following the grant of the Proxies, the Reporting Person holds sole voting power over such Class A Shares. No consideration was paid by the Reporting Person for the grant of the Proxies. Additionally, the Reporting Person is deemed to indirectly beneficially own the 2,291,138 Class A Shares owned by Jon Rex Jones, Jr. Trust V as a result of his status as Trustee of such trust, through which he holds sole dispositive power over such Class A Shares. The Reporting Person disclaims beneficial ownership of the Class A Shares reported herein except to the extent of his pecuniary interest therein.
- F5The Reporting Person indirectly beneficially owns such Class A Shares through the JRJ Jr. Trust V. The Reporting Person disclaims beneficial ownership of such Class A Shares except to the extent of his pecuniary interest therein.