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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Barkmann Albert 500 WEST TEXAS AVENUE SUITE 100 MIDLAND, TX 79701 |
Exec. VP and Chief Engineer | |||
| /s/ Teresa L. Dick, as attorney-in-fact for Albert Barkmann | 05/29/2024 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | In connection with the issuer's acquisition of all of the outstanding publicly-held common units of Rattler Midstream LP ("Rattler") on August 24, 2022 (the "Rattler Merger"), each Rattler Phantom unit outstanding immediately prior to the effective time of the Rattler Merger under the Rattler Midstream LP Long-Term Incentive Plan was converted into the issuer's restricted stock unit award, as adjusted based on the merger exchange ratio. In connection with the vesting and settlement on May 28, 2024 of the last unvested tranche of the issuer's restricted stock units received by the reporting person in connection with the Rattler Merger, the issuer withheld shares of its common stock that would have otherwise been issuable to the reporting person to satisfy tax withholding obligations. The number of shares of common stock withheld was determined based on the closing price per share of the issuer's common stock on May 24, 2024. |