SEC Form 4 · accession 0001209191-16-155698
Yuma Energy, Inc. · YUMA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Dec 14, 2016 | P | 13,070 | $3.5151 | A | 2,538,122 | I | See Footnote and Remarks below. |
| Common StockF3,F2 | Dec 15, 2016 | P | 10,630 | $3.4246 | A | 2,548,752 | I | See Footnote and Remarks below. |
| Common StockF4,F2 | Dec 16, 2016 | P | 8,100 | $3.3864 | A | 2,556,852 | I | See Footnote and Remarks below. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series D Convertible Preferred StockF6,F5 | $11.074 | holding | — | — | — | — | — | Common Stock | 1,743,313 | 1,743,313 | I |
Explanation of responses
- F1These shares of Common Stock were purchased by Red Mountain Capital Partners LLC ("RMCP") on the open market. The price reported in Column 4 is a weighted average per share purchase price. These shares were purchased in multiple transactions at prices ranging from $3.43 to $3.60, inclusive. Each of RMCP PIV DPC, L.P. ("DPC PIV"), RMCP DPC LLC ("DPC"), RMCP GP LLC ("RMCP GP"), RMCP LLC, Red Mountain Capital Partners LLC ("RMCP"), Red Mountain Capital Management, Inc. ("RMCM"), and Willem Mesdag undertakes to provide to Yuma Energy, Inc. (the "Company"), any securityholder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the price at which these shares were purchased.
- F22,525,052 of these shares are held directly by DPC PIV and the remaining shares are held directly by RMCP LLC.
- F3These shares of Common Stock were purchased by RMCP on the open market. The price reported in Column 4 is a weighted average per share purchase price. These shares were purchased in multiple transactions at prices ranging from $3.38 to $3.55, inclusive. Each of DPC PIV, DPC, RMCP GP, RMCP LLC, RMCP, RMCM, and Mr. Mesdag undertakes to provide to the Company, any securityholder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the price at which these shares were purchased.
- F4These shares of Common Stock were purchased by RMCP on the open market. The price reported in Column 4 is a weighted average per share purchase price. These shares were purchased in multiple transactions at prices ranging from $3.26 to $3.41, inclusive. Each of DPC PIV, DPC, RMCP GP, RMCP LLC, RMCP, RMCM, and Mr. Mesdag undertakes to provide to the Company, any securityholder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the price at which these shares were purchased.
- F5The Series D Convertible Preferred Stock is convertible into shares of Common Stock at the option of the holder at any time or upon certain mandatory triggering events and has no expiration date.
- F6These shares are held directly by RMCP PIV DPC II, L.P. ("DPC PIV II").
Remarks
This Form 4 is jointly filed by (i) DPC PIV, (ii) DPC PIV II, (iii) DPC, (iv) RMCP DPC II LLC ("DPC II"), (v) RMCP GP, (vi) RMCP, (vii) RMCM and (viii) Mr. Mesdag. DPC is the general partner of DPC PIV. DPC II is the general partner of DPC PIV II. RMCP GP is the managing member of DPC. RMCP is the managing member of each of RMCP GP and DPC II. RMCM is the managing member of RMCP. Willem Mesdag is the president, sole executive officer, sole director and sole shareholder of RMCM. Each of Mr. Mesdag, RMCM, RMCP, RMCP GP and DPC by virtue of their direct or indirect control of DPC PIV, may be deemed to beneficially own some or all of the securities reported as being held by DPC PIV in this Form 4. Each of Mr. Mesdag and RMCM, by virtue of their direct or indirect control of RMCP, may be deemed to beneficially own some or all of the securities reported as being held by RMCP in this Form 4. Each of Mr. Mesdag, RMCM, RMCP and DPC II by virtue of their direct or indirect control of DPC PIV II, may be deemed to beneficially own some or all of the securities reported as being held by DPC PIV II in this Form 4. Each of the reporting persons hereunder disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein. This Form 4 shall not be deemed to be an admission that any reporting person hereunder is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.