4//SEC Filing
Juniper Capital III GP, L.P. 4
Accession 0000899243-21-039777
CIK 0000077159other
Filed
Oct 7, 8:00 PM ET
Accepted
Oct 8, 7:54 PM ET
Size
10.2 KB
Accession
0000899243-21-039777
Insider Transaction Report
Form 4
Juniper Capital III GP, L.P.
10% Owner
Transactions
- Other
Series A Preferred Stock
2021-10-06−171,428.57→ 0 total(indirect: See footnote)From: 2021-07-14→ Class A Common Stock (171,428.57 underlying) - Other
Class B Common Stock
2021-10-06+17,142,857→ 17,142,857 total(indirect: See footnote)From: 2021-07-14→ Class A Common Stock (17,142,857 underlying)
Footnotes (5)
- [F1]On January 15, 2021, JSTX Holdings LLC, a Delaware limited liability company ("JSTX"), was issued 171,428.57 shares of Series A Preferred Stock of the Issuer ("Series A Preferred Stock") and 17,142,857 Common Units ("Common Units") of PV Energy Holdings, L.P., a Delaware limited partnership and subsidiary of the Issuer (the "Partnership") pursuant to the Contribution Agreement dated November 2, 2020 (the "Contribution Agreement").
- [F2]On October 6, 2021, the Issuer renamed its common stock, par value $0.01, to Class A Common Stock, par value $0.01 per share (the "Class A Common Stock").
- [F3]On October 6, 2021, JSTX exchanged its 171,428.57 shares of Series A Preferred Stock for 17,142,857 shares of Class B Common Stock, par value $0.01 per share, of the Issuer (the "Class B Common Stock"), pursuant to the Contribution and Exchange Agreement, dated October 6, 2021. JSTX may elect to have each Common Unit, together with 1 share of Class B Common Stock, held by it, redeemed at any time for, at the Partnership's option, either (a) one share of Class A Common Stock or (b) a cash payment equal to the average of the volume-weighted closing price of one share of Class A Common Stock for the five trading days prior to the date JSTX delivers a notice of redemption for each Common Unit and each share of Class B Common Stock redeemed (subject to customary adjustments, including for stock splits, stock dividends and reclassifications).
- [F4]The Reporting Person is the sole general partner of each of Juniper Capital III, L.P., a Delaware limited partnership ("Fund III"), and Juniper Phoenix Partners, L.P., a Delaware limited partnership ("Phoenix"). JSTX is wholly owned by Fund III and Phoenix. The Reporting Person disclaims beneficial ownership in the securities except to the extent of its pecuniary interest therein.
- [F5]N/A.
Documents
Issuer
PENN VIRGINIA CORP
CIK 0000077159
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001839103
Filing Metadata
- Form type
- 4
- Filed
- Oct 7, 8:00 PM ET
- Accepted
- Oct 8, 7:54 PM ET
- Size
- 10.2 KB