SEC Form 4 · accession 0001615774-17-006535
Rosehill Resources Inc. · ROSE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gary C Hanna
Director
Period of report
Nov 8, 2017
Accepted (ET)
Nov 13, 2017 · 4:35 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 Stock | Nov 8, 2017 | J | 176,113 | $0.00 | A | 193,724 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantsF2 | $11.50 | Nov 8, 2017 | J | 1,150,979 | A | — | — | Class A Common Stock | 1,150,979 | 1,150,979 | D |
| 8% Series A Cumulative Perpetual Preferred StockF4,F3 | — | Nov 8, 2017 | J | 534 | A | — | — | Class A Common Stock | 534 | 534 | D |
Explanation of responses
- F1In accordance with the Second Amended and Restated Limited Liability Company Agreement of KLR Energy Sponsor, LLC ("Sponsor"), Sponsor made a pro-rata, in-kind distribution (the "KLR Sponsor Distribution") of 1,845,892 shares of Class A common stock, 7,113,150 warrants and 2,277 shares of the 8% Series A Cumulative Perpetual Preferred Stock (the "Series A Preferred Stock") to its members. Mr. Hanna is a member of Sponsor and received 176,113 shares of Class A Common Stock, 1,150,979 warrants and 534 shares of Series A Preferred Stock in the KLR Sponsor Distribution.
- F2The warrants became exercisable for Class A Common Stock on May 27, 2017 and will expire on April 27, 2022.
- F3The Series A Preferred Stock is convertible into Class A Common Stock at any time.
- F4Each share of Series A Preferred Stock is convertible into 86.9565 shares of Class A Common Stock and has no expiration.