SEC Form 3 · accession 0001140361-17-043245
Rosehill Resources Inc. · ROSE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Reid S Buerger
10% Owner
Period of report
Nov 8, 2017
Accepted (ET)
Nov 17, 2017 · 4:55 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001659122
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | holding | — | — | — | 418,393 | D | ||
| Class A Common StockF1 | holding | — | — | — | 418,393 | I | Indirect beneficial ownership as beneficiary of 2003 Alan H. Buerger Trust for Reid S. Buerger | |
| Class A Common StockF1 | holding | — | — | — | 418,392 | I | Indirect beneficial ownership as beneficiary of 2012 Buerger Family SD GST Exempt Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants (Right to Buy)F2 | $11.50 | holding | — | — | — | — | — | Class A Common Stock | 1,281,208 | — | D |
| Warrants (Right to Buy)F2 | $11.50 | holding | — | — | — | — | — | Class A Common Stock | 1,281,208 | — | I |
| Warrants (Right to Buy)F2 | $11.50 | holding | — | — | — | — | — | Class A Common Stock | 1,281,208 | — | I |
| 8.000% Series A Cumulative Perpetual Preferred StockF3 | — | holding | — | — | — | — | — | Class A Common Stock | 22,000 | — | D |
| 8.000% Series A Cumulative Perpetual Preferred StockF3 | — | holding | — | — | — | — | — | Class A Common Stock | 22,000 | — | I |
| 8.000% Series A Cumulative Perpetual Preferred StockF3 | — | holding | — | — | — | — | — | Class A Common Stock | 22,000 | — | I |
Explanation of responses
- F1The reported securities are owned directly and indirectly by Reid S. Buerger as shown in Table I and Table II hereof. Certain of the reported securities are also owned indirectly by Constance M. Buerger as the trustee of the Alan H. Buerger 2003 Trust for Reid S. Buerger and the investment advisor to the 2012 Buerger Family SD GST Exempt Trust (the sole member of 2012 Buerger Family SD LLC, which directly owns certain of the reported securities). Certain of the securities reported are owned directly by 2012 Buerger Family SD LLC, indirectly by Constance M. Buerger as the manager of 2012 Buerger Family SD LLC, and indirectly by Reid S. Buerger as the beneficiary of the trust which is the sole member of 2012 Buerger Family SD LLC. Certain of the reported securities are owned directly by the 2003 Alan H. Buerger Trust for Reid S. Buerger, indirectly by Constance M. Buerger as trustee and indirectly by Reid S. Buerger as beneficiary.
- F2The warrants become exercisable 30 days after the completion of an initial business combination and expire five years after the completion of such business combination or earlier upon redemption or liquidation.
- F3The 8.000% Series A Cumulative Perpetual Preferred Stock is convertible, at the holder's option and at any time, initially into 86.9565 shares of Class A Common Stock (which is equivalent to an initial conversion price of approximately $11.50 per share). The 8.000% Series A Cumulative Perpetual Preferred Stock has no expiration date.