SEC Form 4 · accession 0001104659-17-052697
Ranger Energy Services, Inc. · RNGR
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).
Reporting owner
Richard E. Agee
Director
Period of report
Aug 16, 2017
Accepted (ET)
Aug 18, 2017 · 4:56 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001699039
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Aug 16, 2017 | P | 137,931 | $14.50 | A | 137,391 | I | See Footnote |
| Class B Common StockF2,F1 | Aug 16, 2017 | A | 450,000 | $0.00 | A | 450,000 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| RNGR Energy Services, LLC UnitsF1,F4 | $0.00 | Aug 16, 2017 | A | 450,000 | A | — | — | Class A Common Stock | 450,000 | 450,000 | I |
Explanation of responses
- F1These securities are owned directly by Bayou Well Holdings Company, LLC ("Bayou Holdings"). The reporting person owns 50.0% of Bayou Holdings. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for Section 16 or any other purpose.
- F2Each share of Class B common stock has no economic rights, but entitles its holder to one vote on all matters to be voted on by stockholders generally.
- F3In connection with the closing of the initial public offering of Ranger Energy Services, Inc. ("Issuer"), Bayou Holdings was issued 450,000 units in RNGR Energy Services, LLC and 450,000 shares of Class B Common Stock as consideration for the termination of its loan to the Issuer.
- F4Subject to the terms of the Ranger LLC Agreement, the Ranger LLC Units (together with a corresponding number of shares of Class B common stock) are exchangeable from time to time for shares of Class A common stock of the Issuer.