Filing Details

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

NAME OF REPORTING PERSONS

John C. Goff

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐        (b)  ☒

SEC USE ONLY

SOURCE OF FUNDS

AF

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)  ☐

CITIZENSHIP OR PLACE OF ORGANIZATION

USA

NUMBER OF

SHARES

BENEFICIALLY OWNED BY EACH REPORTING PERSON

WITH

SOLE VOTING POWER

6,248,178

SHARED VOTING POWER

-0-

SOLE DISPOSITIVE POWER

6,248,178

SHARED DISPOSITIVE POWER

-0-

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

6,248,178

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  ☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

18.9%

TYPE OF REPORTING PERSON

IN

NAME OF REPORTING PERSONS

Goff MCF Partners, LP             82-1636851

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐        (b)  ☒

SEC USE ONLY

SOURCE OF FUNDS

WC

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)  ☐

CITIZENSHIP OR PLACE OF ORGANIZATION

Texas

NUMBER OF

SHARES

BENEFICIALLY OWNED BY EACH REPORTING PERSON

WITH

SOLE VOTING POWER

4,411,830

SHARED VOTING POWER

-0-

SOLE DISPOSITIVE POWER

4,411,830

SHARED DISPOSITIVE POWER

-0-

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

4,411,830

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  ☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

13.3%

TYPE OF REPORTING PERSON

PN

NAME OF REPORTING PERSONS

Goff Capital, Inc.             75-2662553

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐        (b)  ☒

SEC USE ONLY

SOURCE OF FUNDS

AF

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)  ☐

CITIZENSHIP OR PLACE OF ORGANIZATION

TEXAS

NUMBER OF

SHARES

BENEFICIALLY OWNED BY EACH REPORTING PERSON

WITH

SOLE VOTING POWER

4,450,631

SHARED VOTING POWER

-0-

SOLE DISPOSITIVE POWER

4,450,631

SHARED DISPOSITIVE POWER

-0-

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

4,450,631

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  ☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

13.5%

TYPE OF REPORTING PERSON

CO

NAME OF REPORTING PERSONS

John C. Goff 2010 Family Trust             27-6940537

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐        (b)  ☒

SEC USE ONLY

SOURCE OF FUNDS

WC

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)  ☐

CITIZENSHIP OR PLACE OF ORGANIZATION

TEXAS

NUMBER OF

SHARES

BENEFICIALLY OWNED BY EACH REPORTING PERSON

WITH

SOLE VOTING POWER

6,178,517

SHARED VOTING POWER

-0-

SOLE DISPOSITIVE POWER

6,178,517

SHARED DISPOSITIVE POWER

-0-

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

6,178,517

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  ☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

18.7%

TYPE OF REPORTING PERSON

OO

Identity and Background

Goff MCF Partners, LP (Goff MCF), a Texas limited partnership, with respect to the Shares directly and beneficially owned by it;

Goff REN Holdings, LLC, (Goff REN), a Texas limited liability company, with respect to the Shares directly and beneficially owned by it;

Goff REN Holdings II, LLC, (Goff REN II), a Texas limited liability company, with respect to the Shares directly and beneficially owned by it;

Goff Family Investments, LP (Family Investments), a Delaware limited partnership, with respect to the Shares directly and beneficially owned by it;

Goff Capital, Inc. (Goff Capital), a Texas corporation, as general partner to Goff MCF and Family Investments, with respect to the Shares directly and beneficially owned by it;

GFS REN GP, LLC (GFS REN), a Texas limited liability company, as manager to Goff REN and Goff REN II, with respect to the Shares directly and beneficially owned by it;

GFS Management, LLC (GFS Management), a Texas limited liability company, as managing member of GFS REN, with respect to the Shares directly and beneficially owned by it;

Goff Focused Strategies LLC (GFS), a Texas limited liability company, as managing member of GFS Management, with respect to the Shares directly and beneficially owned by it;

GFT Strategies, LLC (GFT), a Texas limited liability company, as controlling equity holder of GFS, with respect to the shares directly and beneficially owned by it;

The John C. Goff 2010 Family Trust (Goff Family Trust), a Texas trust, as managing member of GFT and controlling shareholder of Goff Capital, and with respect to the Shares directly and beneficially owned by it;

John C. Goff, a United States Citizen, as the President of Goff Capital, as the sole trustee of Goff Family Trust, and as the managing member and Chief Executive Officer of GFS, with respect to the Shares indirectly beneficially owned by him.

The address of the principal office of Goff MCF, Goff REN, Goff REN II, Goff Family Trust, Family Investments, Goff Capital, GFS REN, GFS Management, GFT and GFS is 500 Commerce St., Suite 700, Fort Worth, Texas 76102.

The principal business of Goff MCF is investing in securities of the Issuer for the benefit of Goff Capital and its key employees.

The principal business of Goff REN and Goff REN II is to serve as a private investment partnership of John C. Goff and a third party.

The principal business of Goff Family Trust and Family Investments is to manage investments for a single family.

The principal business of Goff Capital is serving as general partner to Goff MCF and Family Investments, respectively.

The principal business of GFS REN is to serve as a Manager for an investment fund.

The principal business of GFS Management is to serve as a Manager of investment funds.

The principal business of GFS is investment advisor.

The principal business of GFT is to serve as a Manager of investment funds.

The principal occupation of John C. Goff is serving as president of Goff Capital, as trustee of Goff Family Trust, and as an asset manager in real estate and private equity.

During the past five years, none of the Reporting Persons (i) has been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors), or (ii) was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting, or mandating activities subject to, federal or state securities laws or a finding of any violation with respect to such laws.

John C. Goff is a citizen of the United States of America.

Source and Amount of Funds or Other Consideration

Purpose of the Transaction.

Interest in Securities of the Issuer.

Goff MCF

As of close of business on November 19, 2018, Goff MCF beneficially owned 4,411,830 Shares.

Powers

The transactions in the Shares by Goff MCF during the past sixty days are set forth in Schedule A and are incorporated herein by reference.

Goff REN

As of close of business on November 19, 2018, Goff REN beneficially owned 915,561 Shares.

Powers

The transactions in the Shares by Goff REN during the past sixty days are set forth in Schedule A and are incorporated herein by reference.

Goff REN II

As of close of business on November 19, 2018, Goff REN II beneficially owned 610,375 Shares.

Powers

The transactions in the Shares by Goff REN II during the past sixty days are set forth in Schedule A and are incorporated herein by reference.

Goff Family Trust

As of close of business on November 19, 2018, Goff Family Trust, as managing member of GFT and controlling shareholder of Goff Capital, and with respect to Shares directly beneficially owned by Goff Family Trust, may be deemed to beneficially own: (1) 4,411,830 Shares owned by Goff MCF, (2) 915,561 Shares owned by Goff REN, (3) 610,375 Shares owned by Goff REN II, (4) 38,801 Shares owned by Family Investments, and (5) 201,950 Shares owned by Goff Family Trust directly.

Powers

Goff Family Trust has not entered into any transactions in the Shares during the past sixty days. Goff Capital has not entered into any transactions in the Shares during the past sixty days. GFT has not entered into any transactions in the Shares during the past sixty days. GFS has not entered into any transactions in the Shares during the past sixty days. GFS Management has not entered into any transactions in the Shares during the past sixty days. GFS REN has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Goff REN and Goff REN II during the past sixty days are set forth in Schedule A and are incorporated herein by reference. The transactions in the Shares by Goff MCF during the past sixty days are set forth in Schedule A and are incorporated herein by reference.

Family Investments

As of close of business on November 19, 2018, Family Investments beneficially owned 38,801 Shares.

Powers

Goff Capital

As of close of business on November 19, 2018, Goff Capital, as the General Partner of Goff MCF and Family Investments, may be deemed to beneficially own 4,450,631 Shares.

Powers

Goff Capital has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Family Investments during the past sixty days are set forth in Schedule A and are incorporated herein by reference. The transactions in the Shares by Goff MCF during the past sixty days are set forth in Schedule A and are incorporated herein by reference.

GFS REN

As of close of business on November 19, 2018, GFS REN, as manager of Goff REN and Goff REN II, may be deemed to beneficially own 1,525,936 Shares.

Powers

GFS REN has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Goff REN and Goff REN II during the past sixty days are set forth in Schedule A and are incorporated herein by reference.

GFS Management

As of close of business on November 19, 2018, GFS Management, as managing member of GFS REN may be deemed to beneficially own 1,525,936 Shares.

Powers

GFS Management has not entered into any transactions in the Shares during the past sixty days. GFS REN has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Goff REN and Goff REN II during the past sixty days are set forth in Schedule A and are incorporated herein by reference.

GFS

As of close of business on November 19, 2018, GFS, as managing member of GFS Management may be deemed to beneficially own 1,525,936 Shares.

Powers

GFS has not entered into any transactions in the Shares during the past sixty days. GFS Management has not entered into any transactions in the Shares during the past sixty days. GFS REN has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Goff REN and Goff REN II during the past sixty days are set forth in Schedule A and are incorporated herein by reference.

GFT

As of close of business on November 19, 2018, GFT, as controlling equity holder of GFS may be deemed to beneficially own 1,525,936 Shares.

Powers

GFT has not entered into any transactions in the Shares during the past sixty days. GFS has not entered into any transactions in the Shares during the past sixty days. GFS Management has not entered into any transactions in the Shares during the past sixty days. GFS REN has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Goff REN and Goff REN II during the past sixty days are set forth in Schedule A and are incorporated herein by reference.

John C. Goff

As of close of business on November 19, 2018, John C. Goff, as president of Goff Capital, as trustee of Goff Family Trust, as managing member and Chief Executive Officer of GFS, and with respect to the Shares indirectly beneficially owned by him; John C. Goff may be deemed the beneficial owner of the (1) 4,411,830 Shares owned by Goff MCF, (2) 915,561 Shares owned by Goff REN, (3) 610,375 Shares owned by Goff REN II, (4) 201,950 Shares owned by Goff Family Trust, (5) 38,801 Shares owned by Family Investments, and (6) 69,661 Shares owned indirectly through a SEP IRA of which John Goff is the beneficiary.

Powers

The transactions in the Shares by John C. Goff during the past sixty days are set forth in Schedule A and are incorporated herein by reference. Goff Family Trust has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Family Investments during the past sixty days are set forth in Schedule A and are incorporated herein by reference. The transactions in the Shares by Goff REN and Goff REN II during the past sixty days are set forth in Schedule A and are incorporated herein by reference. The transactions in the Shares by Goff MCF during the past sixty days are set forth in Schedule A and are incorporated herein by reference.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

Material to Be Filed as Exhibits

/s/ John C. Goff

/s/ John C. Goff

/s/ John C. Goff

/s/ John C. Goff

Goff MCF

Date of Purchase

11/16/2018

TOTAL:

Goff REN

Date of Purchase

11/16/2018

TOTAL:

Goff REN II

Date of Purchase

11/16/2018

TOTAL:

Family Investments

Date of Purchase

11/16/2018

TOTAL:

John C. Goff

Date of Purchase

11/16/2018

TOTAL: