Rosemore Holdings, Inc. 4
4 · Rosehill Resources Inc. · Filed Jan 22, 2018
Insider Transaction Report
Form 4
Rosemore Holdings, Inc.
10% Owner
Transactions
- Other
Series A Preferred Stock
2017-12-22−18,421→ 0 total→ Class A Common (1,601,826 underlying)
Footnotes (2)
- [F1]On December 22, 2017, Rosemore Holdings, Inc.. ("RHoldings"), a wholly-owned subsidiary of Rosemore, transferred to Tema 18,421 shares of 8.000% Series A Cumulative Perpetual Convertible Preferred Stock of the Issuer ("Series A Preferred Stock"), which may initially be converted into 1,601,826 shares of Class A Common Stock in accordance with the terms of the Certificate of Designations. As a result of this transaction, RHoldings will cease to be an equityholder of the Issuer and will no longer be subject to Section 16 filing obligations.
- [F2]Each share of Series A Preferred Stock has a liquidation preference of $1,000 per share and is convertible, at the holder's option at any time, initially into 86.9565 shares of the Issuer's Class A common stock (which is equivalent to an initial conversion price of approximately $11.50 per share of Class A Common Stock), subject to specified adjustments and limitations as set forth in the Certificate of Designations pertaining to such Series A Preferred Stock.