Statement of Changes in Beneficial Ownership (4)
December 06 2019 - 03:53PM
Edgar (US Regulatory)
FORM 4
[X] Check this box if no longer subject to Section 16.
Form 4 or Form 5 obligations may continue. See Instruction
1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB Number: 3235-0287
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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1. Name
and Address of Reporting Person * MILLS JOSEPH A |
2. Issuer Name and Ticker or Trading
Symbol Pressburg, LLC [ ROAN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director _____
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
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(Last)
(First)
(Middle)
14701 HERTZ QUAIL SPRINGS PARKWAY |
3. Date of Earliest Transaction (MM/DD/YYYY)
12/6/2019
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(Street)
OKLAHOMA CITY, OK 73134
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
Amount |
(A) or (D) |
Price |
Class A common stock |
12/6/2019 |
|
D |
|
5900 |
D |
$1.52 (1) |
0 |
D |
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Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or
Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date |
7. Title and Amount of Securities Underlying
Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of derivative Securities Beneficially
Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct
(D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Explanation of
Responses: |
(1) |
The Issuer, Citizen Energy
Operating, LLC ("Citizen") and Citizen Energy Pressburg Inc., a
subsidiary of Citizen ("Merger Sub"), are parties to that certain
Agreement and Plan of Merger, dated October 1, 2019 (the "Merger
Agreement"), pursuant to which, among other things, Merger Sub
merged with and into the Issuer (the "Merger"), with the Issuer
surviving as a wholly-owned subsidiary of Citizen. At the effective
time of the Merger (the "Effective Time"), each outstanding share
of Class A common stock, $0.001 par value per share, of the Issuer
were cancelled and converted into a right to receive $1.52 in cash
per share. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
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Director |
10% Owner |
Officer |
Other |
MILLS JOSEPH A
14701 HERTZ QUAIL SPRINGS PARKWAY
OKLAHOMA CITY, OK 73134 |
X |
|
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Signatures
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/s/ Will Jordan, attorney-in-fact |
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12/6/2019 |
**Signature of Reporting
Person |
Date |
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