Initial Statement of Beneficial Ownership (3)
July 22 2015 - 5:32PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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
*
EINHORN DAVID
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2. Date of Event Requiring Statement (MM/DD/YYYY)
7/20/2015
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3. Issuer Name
and
Ticker or Trading Symbol
CONSOL Energy Inc [CNX]
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(Last)
(First)
(Middle)
140 EAST 45TH STREET, FLOOR 24
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
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X
___ 10% Owner
_____ Officer (give title below)
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X
___ Other (specify below)
/ See Footnotes (1)-(10)
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(Street)
NEW YORK, NY 10017
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock, $0.01 par value
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775926
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I
(1)
(2)
(3)
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See Footnote
(4)
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Common Stock, $0.01 par value
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4468414
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I
(1)
(2)
(3)
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See Footnote
(5)
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Common Stock, $0.01 par value
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8289052
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I
(1)
(2)
(3)
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See Footnote
(6)
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Common Stock, $0.01 par value
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3136568
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I
(1)
(2)
(3)
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See Footnote
(7)
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Common Stock, $0.01 par value
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3198085
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I
(1)
(2)
(3)
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See Footnote
(8)
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Common Stock, $0.01 par value
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2943393
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I
(1)
(2)
(3)
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See Footnote
(9)
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Common Stock, $0.01 par value
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129000
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I
(1)
(2)
(3)
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See Footnote
(10)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(
1)
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David Einhorn is the president of Greenlight Capital, Inc. ("Greenlight Inc."), the senior manager of DME Advisors GP, LLC ("DME GP") and the Senior Manager of Greenlight Masters, LLC ("Masters LLC"). DME GP is the general partner of DME Advisors, LP ("DME") and DME Capital Management, LP ("DME CM"). Mr. Einhorn may be deemed to beneficially own the securities reported herein by virtue of his positions with respect to Greenlight Inc., DME GP and Masters LLC.
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(
2)
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The foregoing entities control the disposition and voting of common stock (the "Common Stock") of CONSOL Energy Inc. ("Issuer"), owned by the following entities: Greenlight Capital, L.P. ("Greenlight Fund"), Greenlight Capital Qualified, L.P. ("Greenlight Qualified"), Greenlight Capital Offshore Partners ("Greenlight Offshore"), Greenlight Capital (Gold), LP ("Greenlight Gold"), Greenlight Capital Offshore Master (Gold), Ltd. ("Greenlight Gold Offshore"), an account managed by DME (the "Managed Account") and Greenlight Masters Partners ("Greenlight Masters", and, together with Greenlight Fund, Greenlight Qualified, Greenlight Offshore, Greenlight Gold, Greenlight Gold Offshore, the Managed Account, Greenlight Inc., DME GP, Masters LLC, DME, DME CM and Mr. Einhorn, the "Greenlight Parties"), in the respective capacities and quantities further described in the footnotes below.
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(
3)
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Pursuant to Rule 16a-1 under the Securities Exchange Act of 1934, as amended (the "Act"), the Greenlight Parties disclaim beneficial ownership of the Common Stock except to the extent of their respective pecuniary interests therein. The filing of this Form 3 shall not be construed as an admission that any of the Greenlight Parties is or was for the purposes of Section 16(a) of the Act, or otherwise, the beneficial owner of any of the Common Stock owned by Greenlight Fund, Greenlight Qualified, Greenlight Offshore, Greenlight Gold, Greenlight Gold Offshore, the Managed Account or Greenlight Masters.
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(
4)
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Greenlight Inc. controls the voting and disposition of 775,926 shares of Common Stock held for account of Greenlight Fund, for which Greenlight Inc. serves as investment manager.
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(
5)
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Greenlight Inc. controls the voting and disposition of 4,468,414 shares of Common Stock held for account of Greenlight Qualified, for which Greenlight Inc. serves as investment manager.
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(
6)
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Greenlight Inc. controls the voting and disposition of 8,289,052 shares of Common Stock held for account of Greenlight Offshore, for which Greenlight Inc. serves as investment manager.
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(
7)
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DME CM controls the voting and disposition of 3,136,568 shares of Common Stock held for account of Greenlight Gold, for which DME CM serves as investment manager.
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(
8)
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DME CM controls the voting and disposition of 3,198,085 shares of Common Stock held for account of Greenlight Gold Offshore, for which DME CM serves as investment manager.
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(
9)
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DME controls the voting and disposition of 2,943,393 shares of Common Stock held for account of the Managed Account, for which DME serves as investment manager.
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(
10)
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Masters LLC controls the voting and disposition of 129,000 Common Stock held for account of Greenlight Masters, for which Masters LLC serves as investment manager.
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Remarks:
* The Power of Attorney executed by David Einhorn, authorizing the signatory to sign and file this Schedule 13G on David Einhorn's behalf, filed as Exhibit 99.2 to the Schedule 13G filed with the Securities and Exchange Commission on May 24, 2010 by the Reporting Persons with respect to the common stock of NCR Corporation, is hereby incorporated by reference.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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EINHORN DAVID
140 EAST 45TH STREET
FLOOR 24
NEW YORK, NY 10017
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X
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See Footnotes (1)-(10)
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GREENLIGHT CAPITAL INC
140 EAST 45TH STREET
24TH FLOOR
NEW YORK, NY 10017
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X
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DME Advisors, LP
140 EAST 45TH STREET
24TH FLOOR
NEW YORK, NY 10017
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X
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DME Capital Management, LP
140 EAST 45TH STREET
24TH FLOOR
NEW YORK, NY 10017
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X
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DME Advisors GP, L.L.C.
140 EAST 45TH STREET
24TH FLOOR
NEW YORK, NY 10017
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X
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Greenlight Masters, LLC
140 EAST 45TH STREET
24TH FLOOR
NEW YORK, NY 10017
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X
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Signatures
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/s/ Daniel Roitman*, attorney-in-fact for David Einhorn
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7/22/2015
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**
Signature of Reporting Person
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Date
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/s/ Daniel Roitman, Chief Operating Officer of Greenlight Capital, Inc.
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7/22/2015
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**
Signature of Reporting Person
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Date
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/s/ Daniel Roitman, Chief Operating Officer of DME Advisors GP, L.L.C., General Partner of DME Advisors, L.P.
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7/22/2015
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**
Signature of Reporting Person
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Date
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/s/ Daniel Roitman, Chief Operating Officer of DME Capital Management, L.P.
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7/22/2015
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Signature of Reporting Person
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Date
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/s/ Daniel Roitman, Chief Operating Officer of DME Advisors GP, L.L.C.
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7/22/2015
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**
Signature of Reporting Person
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Date
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/s/ Daniel Roitman, Chief Operating Officer of Greenlight Masters, LLC
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7/22/2015
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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