Filing Details

Accession Number:
0001048462-18-000008
Form Type:
13G Filing
Publication Date:
2018-02-14 16:27:50
Filed By:
Wexford Capital
Company:
Mammoth Energy Services Inc.
Filing Date:
2018-02-14
SEC Url:
13G Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
MEH SUB 6 25,009,319 8 25,009,319 25,009,319 56.20%
Wexford Capital 0 25,013,764 0 25,013,764 25,013,764 56.20%
Wexford GP 0 25,013,764 0 25,013,764 25,013,764 56.20%
Charles E. Davidson 0 25,013,764 0 25,013,764 25,013,764 56.20%
Joseph M. Jacobs 0 25,013,764 0 25,013,764 25,013,764 56.20%
Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)

Mammoth Energy Services, Inc.
(Name of Issuer)


Common Stock, $0.01 par value
__________________________
(Title of Class of Securities)

56155L108
______________________________________________
(CUSIP Number)


December 31, 2017
(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
£
Rule 13d-1(b)
£
Rule 13d-1(c)
Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP NO. 56155L108
13G A/1
 
1
NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MEH SUB LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  
(b)  
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
 
6
SHARED VOTING POWER
 
25,009,319
7
SOLE DISPOSITIVE POWER
 
 
8
SHARED DISPOSITIVE POWER
 
25,009,319
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
25,009,319
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
 
56.20%
12
TYPE OF REPORTING PERSON
 
OO







CUSIP NO. 56155L108
13G A/1
 
1
NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wexford Capital LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  
(b)  
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
25,013,764
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
25,013,764
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
25,013,764
.
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
 
56.20%
12
TYPE OF REPORTING PERSON
 
PN



CUSIP NO. 56155L108
13G A/1
 
1
NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wexford GP LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  
(b)  
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
25,013,764
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
25,013,764
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
25,013,764
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
 
56.20%
12
TYPE OF REPORTING PERSON
 
OO


CUSIP NO. 56155L108
13G A/1
 
1
NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Charles E. Davidson
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  
(b)  
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
25,013,764
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
25,013,764
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
25,013,764
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
 
56.20%
12
TYPE OF REPORTING PERSON
 
IN


CUSIP NO.  56155L108
13G A/1
 
1
NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Joseph M. Jacobs
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  
(b)  
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
25,013,764
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
25,013,764
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
25,013,764
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
 
56.20%
12
TYPE OF REPORTING PERSON
 
IN

This Amendment No. 1 (this "Amendment") modifies and supplements the 13G initially filed on February 8, 2017 (the "Statement"), with respect to common stock, $0.01 par value per share (the "Common Stock"), of Mammoth Energy Services, Inc., a Delaware corporation (the "Company"). Except to the extent supplemented by the information contained in this Amendment, the Statement, as amended as provided herein, remains in full force and effect. Capitalized terms used herein without definition have the respective meanings ascribed to them in the Statement.

Items 1(b), 2(a), 2(c), 4 and 10 should be deleted in their entirety and replaced with the following:
 
Item 1.
(b)
Address of Issuer's Principal Executive Offices:

14201 Caliber Drive, Suite 300

Oklahoma City, Oklahoma 73134

Item 2.

(a)
Name of Persons Filing (collectively, the "Reporting Persons"):

(i)
MEH SUB LLC1
(ii)
Wexford Capital LP
(iii)
Wexford GP LLC
(iv)
Charles E. Davidson
(v)
Joseph M. Jacobs


(c)
Citizenship:

(i)
MEH SUB LLC – Delaware
(ii)
Wexford Capital LP – Delaware
(iii)
Wexford GP LLC  - Delaware
(iv)
Charles E. Davidson - United States
(v)
Joseph M. Jacobs – United States

Item 4.
Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. Information set forth below is on the basis of 44,502,223 shares of common stock issued and outstanding as of November 7, 2017, as reported by the Issuer in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on November 14, 2017, increased, to the extent applicable, for each Reporting Person to reflect the vested restricted stock units beneficially owned by such Reporting Person.

(i) MEH SUB LLC
(a)
Amount beneficially owned: 25,009,319
(b)
Percent of class: 56.20%
(c)
Number of shares to which the person has: 25,009,319
(i)
Sole power to vote or to direct the vote: 0
(ii)
Shared power to vote or to direct the vote: 25,009,319
(iii)
Sole power to dispose or to direct the disposition of: 0
(iv)
Shared power to dispose or to direct the disposition of:  25,009,319

(ii) Wexford Capital LP
(a)
Amount beneficially owned: 25,013,764
(b)
Percent of class: 56.20%
(c)
Number of shares to which the person has:
(i)
Sole power to vote or to direct the vote: 0
(ii)
Shared power to vote or to direct the vote: 25,013,764
(iii)
Sole power to dispose or to direct the disposition of: 0
(iv)
Shared power to dispose or to direct the disposition of: 25,013,764

(iii) Wexford GP LLC
(a)
Amount beneficially owned: 25,013,764
(b)
Percent of class: 56.20%
(c)
Number of shares to which the person has:
(i)
Sole power to vote or to direct the vote: 0
(ii)
Shared power to vote or to direct the vote: 25,013,764
(iii)
Sole power to dispose or to direct the disposition of: 0
(iv)
Shared power to dispose or to direct the disposition of: 25,013,764

(iv) Charles E. Davidson
(a)
Amount beneficially owned: 25,013,764
(b)
Percent of class: 56.20%
(c)
Number of shares to which the person has:
(i)
Sole power to vote or to direct the vote: 0
(ii)
Shared power to vote or to direct the vote: 25,013,764
(iii)
Sole power to dispose or to direct the disposition of: 0
(iv)
Shared power to dispose or to direct the disposition of: 25,013,764

(v) Joseph M. Jacobs
(a)
Amount beneficially owned: 25,013,764
(b)
Percent of class: 56.20%
(c)
Number of shares to which the person has:
(i)
Sole power to vote or to direct the vote: 0
(ii)
Shared power to vote or to direct the vote: 25,013,764
(iii)
Sole power to dispose or to direct the disposition of: 0
(iv)
Shared power to dispose or to direct the disposition of: 25,013,764

Wexford Capital LP ("Wexford Capital") may, by reason of its status as manager of MEH SUB LLC ("MEH"), be deemed to own beneficially the securities of which MEH possesses beneficial ownership. Wexford GP LLC ("Wexford GP") may, as the General Partner of Wexford Capital, be deemed to own beneficially the securities of which MEH possesses beneficial ownership. Each of Charles E. Davidson ("Davidson") and Joseph M. Jacobs ("Jacobs") may, by reason of his status as a controlling person of Wexford GP, be deemed to own beneficially the securities of which MEH possesses beneficial ownership. Each of Wexford Capital, Wexford GP, Davidson and Jacobs share the power to vote and to dispose of the securities beneficially owned by MEH.  Each of Wexford Capital, Wexford GP, Davidson and Jacobs disclaim beneficial ownership of the securities owned by MEH and this report shall not be deemed as an admission that they are the beneficial owners of such securities except, in the case of Davidson and Jacobs, to the extent of their respective interests in the members of MEH.

Item 10.
Certification

Not applicable.




1 The shares of common stock previously reported as being held by Mammoth Energy Holdings LLC were transferred to MEH SUB LLC in an internal reorganization, which was reported in the Form 4 for the Company filed June 22, 2017 by MEH SUB LLC, Wexford Capital LP, Wexford GP LLC, Charles E. Davidson and Joseph M. Jacobs.
SIGNATURE


After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

DATED: February 14, 2018 

 
MEH SUB LLC
 
       
 
By:
/s/ Arthur Amron
 
 
Nam  
Arthur Amron
 
 
Title: 
Vice President and Assistant Secretary
 
 
 
WEXFORD CAPITAL LP
 
 
By:
Wexford GP LLC, its General Partner
 
       
 
By:
/s/ Arthur Amron
 
 
Name
Arthur Amron
 
 
Title: 
Vice President and Assistant Secretary
 
       
 
WEXFORD GP LLC
 
       
 
By:
/s/ Arthur Amron
 
 
Name
Arthur Amron
 
 
Title: 
Vice President and Assistant Secretary
 
       
     
 
/s/ Joseph M. Jacobs
 
 
 JOSEPH M. JACOBS
 
     
       
 
/s/ Charles E. Davidson
 
 
 CHARLES E. DAVIDSON