KKR Financial Holdings LLC's Form 4 filing
Crescent Energy Co (CRGY) · filed Nov 17, 2023
- Accession no.
- 0001140361-23-053865
- Filed
- Nov 17, 2023, 4:16 PM ET
- Trade date
- Nov 15, 2023
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Not checked
This filing lists 3 non-derivative transactions and 1 derivative transaction. Open-market sales total $32.7M. It was filed 2 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| KKR Financial Holdings LLCCIK 0001386926 | 10% Owner |
| KKR Upstream Associates LLCCIK 0001746582 | 10% Owner |
| Independence Energy Aggregator L.P.CIK 0001868340 | 10% Owner |
| Independence Energy Aggregator GP LLCCIK 0001868377 | 10% Owner |
| KKR Group Assets III GP LLCCIK 0001868421 | 10% Owner |
| KKR Group Assets Holdings III L.P.CIK 0001868946 | 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Nov 15, 2023 | Class B Common Stock | JOtherDisposed | −3,000,000 | $0.00F6 | $0 | 51,234,496 | Indirect | |
| Nov 15, 2023 | Class A Common Stock | CConversionAcquired | +3,000,000 | $0.00F6 | $0 | 3,000,000 | Indirect | |
| Nov 15, 2023 | Class A Common Stock | SSaleDisposed | −3,000,000 | $10.90F7 | −$32,700,000 | 0 | Indirect |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F6
The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.
Referenced by the price of 2 transactions in Table I and 1 transaction in Table II.
- F7
On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.
Referenced by the price of 1 transaction in Table I and 1 transaction in Table II.
Remarks
Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Person have filed a separate Form 4.