4//SEC Filing
LEUSCHEN DAVID M 4
Accession 0000899243-23-005888
CIK 0001848959other
Filed
Feb 21, 7:00 PM ET
Accepted
Feb 22, 7:45 PM ET
Size
12.7 KB
Accession
0000899243-23-005888
Insider Transaction Report
Form 4
LEUSCHEN DAVID M
10% Owner
Transactions
- Disposition to Issuer
Class B Common Shares
2023-02-22−3,464,323→ 0 total(indirect: See Footnotes)→ Class A Common Shares (3,464,323 underlying)
LAPEYRE PIERRE F JR
10% Owner
Transactions
- Disposition to Issuer
Class B Common Shares
2023-02-22−3,464,323→ 0 total(indirect: See Footnotes)→ Class A Common Shares (3,464,323 underlying)
Transactions
- Disposition to Issuer
Class B Common Shares
2023-02-22−3,464,323→ 0 total(indirect: See Footnotes)→ Class A Common Shares (3,464,323 underlying)
RIVERSTONE HOLDINGS LLC
10% Owner
Transactions
- Disposition to Issuer
Class B Common Shares
2023-02-22−3,464,323→ 0 total(indirect: See Footnotes)→ Class A Common Shares (3,464,323 underlying)
Footnotes (4)
- [F1]In connection with the closing of the business combination (the "Business Combination") between Decarbonization Plus Acquisition Corporation IV ("DCRD"), Hammerhead Resources Inc., an Alberta corporation ("Hammerhead"), Hammerhead Energy Inc., an Alberta corporation and wholly owned subsidiary of Hammerhead ("NewCo"), and 2453729 Alberta ULC, an Alberta unlimited liability corporation and wholly owned subsidiary of DCRD, on February 21, 2023, DCRD transferred by way of continuation from the Cayman Islands to the Province of Alberta, Canada in accordance with the Cayman Islands Companies Act (as amended) and domesticated as an Alberta corporation in accordance with the applicable provisions of the Business Corporations Act (Alberta) (such transfer by way of continuation and domestication, the "Domestication").
- [F2](Continued from footnote 1) Pursuant to the Domestication, each Class B ordinary share of DCRD was exchanged for one Class B common share of DCRD ("DCRD Class B Common Share"). Following the Domestication, on February 22, 2023, DCRD amalgamated with NewCo (the "SPAC Amalgamation") to form one corporate entity ("New SPAC") with NewCo surviving the SPAC Amalgamation as New SPAC. Pursuant to the SPAC Amalgamation, each DCRD Class B Common Share issued and outstanding immediately prior to the effective time of the SPAC Amalgamation was exchanged, on a one-for-one basis, for a Class B common share in the authorized share capital of New SPAC.
- [F3]Decarbonization Plus Acquisition Sponsor IV LLC is the record holder of the securities reported herein. David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC, which controls Decarbonization Plus Acquisition Sponsor IV LLC.
- [F4]Each of Riverstone Holdings LLC, Mr. Leuschen and Mr. Lapeyre, Jr. may be deemed to have or share beneficial ownership of the securities held directly by Decarbonization Plus Acquisition Sponsor IV LLC. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
Documents
Issuer
Decarbonization Plus Acquisition Corp IV
CIK 0001848959
Entity typeother
Related Parties
1- filerCIK 0001222726
Filing Metadata
- Form type
- 4
- Filed
- Feb 21, 7:00 PM ET
- Accepted
- Feb 22, 7:45 PM ET
- Size
- 12.7 KB