Filing Details
- Accession Number:
- 0001140361-23-053865
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2023-11-17 16:16:17
- Reporting Period:
- 2023-11-15
- Accepted Time:
- 2023-11-17 16:16:17
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1866175 | Crescent Energy Co | CRGY | Finance Services (6199) | DE |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1386926 | Kkr Financial Holdings Llc | 30 Hudson Yards New York NY 10001 | No | No | No | No | |
| 1746582 | Kkr Upstream Associates Llc | 30 Hudson Yards New York NY 10001 | No | No | No | No | |
| 1868340 | L.p. Aggregator Energy Independence | 600 Travis Street, Suite 7200 Houston TX 77002 | No | No | No | No | |
| 1868377 | Independence Energy Aggregator Gp Llc | 600 Travis Street, Suite 7200 Houston TX 77002 | No | No | No | No | |
| 1868421 | Kkr Group Assets Iii Gp Llc | 30 Hudson Yards New York NY 10001 | No | No | No | No | |
| 1868946 | L.p. Iii Holdings Assets Group Kkr | 30 Hudson Yards New York NY 10001 | No | No | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common Stock | Disposition | 2023-11-15 | 3,000,000 | $0.00 | 51,234,496 | No | 4 | J | Indirect | See footnotes |
| Class A Common Stock | Acquisiton | 2023-11-15 | 3,000,000 | $0.00 | 3,000,000 | No | 4 | C | Indirect | See footnotes |
| Class A Common Stock | Disposition | 2023-11-15 | 3,000,000 | $10.90 | 0 | No | 4 | S | Indirect | See footnotes |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | J | Indirect | See footnotes |
| No | 4 | C | Indirect | See footnotes |
| No | 4 | S | Indirect | See footnotes |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class A Common Stock | Crescent Energy OpCo LLC Units | Disposition | 2023-11-15 | 3,000,000 | $0.00 | 3,000,000 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 51,234,496 | No | 4 | C | Indirect |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Class A Common Stock | 572,354 | Indirect | See footnotes |
Footnotes
- Shares of Class B Common Stock of Crescent Energy Company (the "Issuer") have no economic rights but entitle its holder to one vote per share of Class B Common Stock on all matters to be voted on by shareholders generally.
- Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.
- Reflects securities held directly by KKR Upstream Associates LLC.
- KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.
- Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
- 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.
- 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.
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