EARTHSTONE ENERGY INC 4
4 · EARTHSTONE ENERGY INC · Filed Dec 23, 2014
Insider Transaction Report
Form 4
ZORICH ROBERT L
Director10% Owner
Transactions
- Other
Common Stock
2014-12-19+9,124,452→ 9,124,452 total(indirect: See footnotes)
Footnotes (6)
- [F1]Oak Valley Resources, LLC (Oak Valley) acquired 9,124,452 shares of common stock of Earthstone Energy, Inc. (Issuer) in connection with the closing on December 19, 2014 of the Exchange Agreement dated May 15, 2014 between Oak Valley and the Issuer (the Exchange).
- [F2]These securities are directly held by Oak Valley.
- [F3]EnCap Energy Capital Fund VII, L.P. (EnCap Fund VII), EnCap Energy Capital Fund VI, L.P. (EnCap Fund VI), EnCap VI-B Acquisitions, L.P. (EnCap Fund VI-B), EnCap Energy Capital Fund V, L.P. (EnCap Fund V), and EnCap V-B Acquisitions, L.P. (EnCap Fund V-B and together with Encap Fund VII, EnCap Fund VI, EnCap Fund VI-B and EnCap Fund V, the EnCap Funds) collectively own 58.8% of the Class A membership interests of Oak Valley. Accordingly, the EnCap Funds may be deemed to beneficially own the reported securities.
- [F4]The EnCap Funds are controlled indirectly by David B. Miller, D. Martin Phillips, Gary R. Petersen, and Robert L. Zorich, who are the controlling members of RNBD GP LLC (RNBD). Any action taken by RNBD to dispose or acquire securities has to be unanimously approved by all four members. RNBD is the sole member of EnCap Investments GP, L.L.C. (EnCap Investments GP), which is the general partner of EnCap Investments L.P. (EnCap Investments LP), which is the general partner of EnCap Equity Fund VII GP, L.P. (EnCap Fund VII GP), EnCap Equity Fund VI GP, L.P. (EnCap Fund VI GP), and EnCap Equity Fund V GP, L.P. (EnCap Fund V GP). EnCap Fund VII GP is the general partner of EnCap Fund VII. (continued in Footnote 5).
- [F5](continued from Footnote 4). EnCap Fund VI GP is the general partner of EnCap Fund VI. EnCap Fund VI GP is also the general partner of EnCap Energy Capital Fund VI-B, L.P. (EnCap Capital Fund VI-B), which is the sole member of EnCap VI-B Acquisitions GP, LLC (EnCap VI-B Acquisitions GP), which is the general partner of EnCap Fund VI-B. EnCap Fund V GP is the general partner of EnCap Fund V. EnCap Fund V GP is also the general partner of EnCap Energy Capital Fund V-B, L.P. (EnCap Capital Fund V-B), which is the sole member of EnCap V-B Acquisitions GP, LLC (EnCap V-B Acquisitions GP), which is the general partner of EnCap Fund V-B. Therefore, Messrs. Miller, Phillips, Petersen and Zorich, RNBD, EnCap Investments GP, EnCap Investments LP, EnCap Fund VII GP, EnCap Fund VI GP, EnCap Fund V GP, EnCap Capital Fund V-B, EnCap Capital Fund VI-B, EnCap VI-B Acquisitions GP and EnCap V-B Acquisitions GP may be deemed to beneficially own the reported securities.
- [F6]The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the reported securities for purposes of Section 16 or for any other purpose.