Statement of Changes in Beneficial Ownership (4)
December 02 2016 - 5:54PM
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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
Firewheel Energy, LLC
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2. Issuer Name
and
Ticker or Trading Symbol
Resolute Energy Corp
[
REN
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
1100 LOUISIANA STREET, SUITE 4900
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3. Date of Earliest Transaction
(MM/DD/YYYY)
11/30/2016
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(Street)
HOUSTON, TX 77002
(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)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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11/30/2016
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S
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276425
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D
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$30.47
(1)
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1838098
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D
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Common Stock
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11/30/2016
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S
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54133
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D
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$31.76
(2)
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1783965
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D
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Common Stock
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11/30/2016
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S
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269442
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D
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$32.37
(3)
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1514523
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D
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Common Stock
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11/30/2016
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S
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393423
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D
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$33.50
(4)
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1121100
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D
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Common Stock
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11/30/2016
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S
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6577
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D
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$34.04
(5)
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1114523
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D
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Common Stock
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11/30/2016
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S
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1000
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D
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$31.76
(6)
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1113523
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D
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Common Stock
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11/30/2016
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S
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79694
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D
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$32.37
(7)
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1033829
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D
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Common Stock
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11/30/2016
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S
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52011
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D
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$33.50
(8)
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981818
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D
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Common Stock
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11/30/2016
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S
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117295
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D
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$34.04
(9)
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864523
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D
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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. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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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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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.30 to $30.86 inclusive. The reporting person undertakes to provide to Resolute Energy Corporation, any security holder of Resolute Energy Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1) through (5) to this Form 4.
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(
2)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.05 to $31.99 inclusive.
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(
3)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.00 to $32.83 inclusive.
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(
4)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.00 to $33.92 inclusive.
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(
5)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.00 to $34.14 inclusive.
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(
6)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.94 to $31.99 inclusive.
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(
7)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.00 to $32.34 inclusive.
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(
8)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.00 to $33.82 inclusive.
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(
9)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.00 to $34.83 inclusive.
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Remarks:
(10) These securities are directly held by Firewheel Energy, LLC ("Firewheel") as noted above. EnCap Energy Capital Fund VIII, L.P. ("EnCap Fund VIII") is a member of Firewheel that holds the right to appoint all three representatives to the board of managers of Firewheel. As a result, EnCap Fund VIII may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the shares owned by Firewheel.
(11) These securities are directly held by Firewheel as noted above. EnCap Partners, LLC ("EnCap Partners") is the managing member of EnCap Investments Holdings, LLC ("EnCap Holdings"), which is the sole member of EnCap Investments GP, L.L.C. ("EnCap Investments GP"), the general partner of EnCap Investments L.P. ("EnCap Investments"), the general partner of EnCap Equity Fund VIII GP, L.P. ("EnCap Fund VIII GP"), the general partner of EnCap Fund VIII. EnCap Fund VIII is a member of Firewheel that holds the right to appoint all three representatives to the board of managers of Firewheel. As a result, EnCap Fund VIII may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the shares owned by Firewheel.
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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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Firewheel Energy, LLC
1100 LOUISIANA STREET, SUITE 4900
HOUSTON, TX 77002
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X
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EnCap Energy Capital Fund VIII, L.P.
1100 LOUISIANA STREET, SUITE 4900
HOUSTON, TX 77002
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X
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EnCap Partners, LLC
1100 LOUISIANA STREET, SUITE 4900
HOUSTON, TX 77002
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X
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Signatures
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/s/ Jason DeLorenzo, in his capacity as a Manager of Firewheel Energy, LLC
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12/2/2016
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**
Signature of Reporting Person
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Date
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/s/ Jason DeLorenzo, in his capacity as the Managing Partner of EnCap Investments GP, L.L.C., the General Partner of EnCap Investments L.P., the General Partner of EnCap Equity Fund VIII GP, L.P., the General Partner of EnCap Energy Capital Fund VIII
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12/2/2016
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**
Signature of Reporting Person
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Date
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/s/ Jason DeLorenzo, in his capacity as the Managing Partner of EnCap Partners, LLC
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12/2/2016
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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 4(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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