SEC Form 4 · accession 0000899243-17-009563
Carbon Energy Corp · CRBO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peter A Leidel
Director
Period of report
Apr 3, 2017
Accepted (ET)
Apr 5, 2017 · 8:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000086264
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | holding | — | — | — | 20,000 | D | ||
| Common StockF1,F2,F3 | holding | — | — | — | 896,915 | I | See footnotes | |
| Common StockF1,F4,F3 | holding | — | — | — | 896,915 | I | See footnotes | |
| Common StockF1,F5,F3 | holding | — | — | — | 1,111,111 | I | See footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantF6,F7,F2,F8 | $7.20 | Apr 3, 2017 | P | 408,334 | A | Apr 3, 2017 | Apr 3, 2024 | Common Stock | 408,334 | 408,334 | I |
Explanation of responses
- F1On March 15, 2017, Carbon Natural Gas Company (the "Issuer") effected a one for twenty reverse stock split of the Issuer's issued and outstanding common stock, as reported on the Current Report on Form 8-K filed by the Issuer with the SEC on March 16, 2017.
- F2These securities are owned directly by Yorktown Energy Partners V, L.P. The reporting person is a member and a manager of the general partner of Yorktown Energy Partners V, L.P.
- F3The 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.
- F4These securities are directly owned by Yorktown Energy Partners VI, L.P. The reporting person is a member and a manager of the general partner of the general partner of Yorktown Energy Partners VI, L.P.
- F5These securities are directly owned by Yorktown Energy Partners IX, L.P. The reporting person is a member and a manager of the general partner of the general partner of Yorktown Energy Partners IX, L.P.
- F6The warrant gives Yorktown Energy Partners XI, L.P. ("Yorktown XI") the right to purchase a number of shares of common stock of the Issuer determined, as of the time of exercise, by dividing the aggregate Priority Amount attributable to Yorktown XI's Class A units of Carbon Appalachian Company, LLC, a Delaware limited liability company ("CAC"), then held by Yorktown XI by the exercise price then in effect. The number of shares of common stock of the Issuer and the exercise price are subject to certain adjustments from time to time as set forth in the warrant, including adjustments upon the subdivision or combination of shares of common stock of the Issuer, payment of dividends by the Issuer, distributions by CAC, and additional capital contributions made by Yorktown XI to CAC. The amounts set forth above represent the number of shares of common stock and the exercise price as of the date of the issuance of the warrant.
- F7(continued from Footnote 6) In consideration of the exercise of the warrant, Yorktown XI shall transfer and assign to the Issuer a number of Class A units of CAC in accordance with the formula set forth in the warrant.
- F8These securities are directly owned by Yorktown XI. The reporting person is a member and a manager of the general partner of the general partner of Yorktown XI.