-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CtImY09mwLJGpyxW72COKQphfdQIRrFXUh/apjgrRInPEqKZAUH2YeC59ckXqt+b AuGhbntE/5AYlyRZQvBaWA== 0000950134-09-009934.txt : 20090507 0000950134-09-009934.hdr.sgml : 20090507 20090507170827 ACCESSION NUMBER: 0000950134-09-009934 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090507 DATE AS OF CHANGE: 20090507 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Ward Tom L. CENTRAL INDEX KEY: 0001038276 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 1601 N.W. EXPRESSWAY STREET 2: SUITE 1600 CITY: OKLAHOMA CITY STATE: OK ZIP: 73118 FORMER COMPANY: FORMER CONFORMED NAME: WARD TOM L DATE OF NAME CHANGE: 19970424 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SANDRIDGE ENERGY INC CENTRAL INDEX KEY: 0001349436 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 208084793 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-83370 FILM NUMBER: 09806446 BUSINESS ADDRESS: STREET 1: 1601 NW EXPRESSWAY STREET 2: SUITE 1600 CITY: OKLAHOMA CITY STATE: OK ZIP: 73118 BUSINESS PHONE: 405-753-5500 MAIL ADDRESS: STREET 1: 1601 NW EXPRESSWAY STREET 2: SUITE 1600 CITY: OKLAHOMA CITY STATE: OK ZIP: 73118 FORMER COMPANY: FORMER CONFORMED NAME: RIATA ENERGY INC DATE OF NAME CHANGE: 20060111 SC 13D/A 1 d67637sc13dza.htm AMENDMENT TO SCHEDULE 13D sc13dza
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)
SandRidge Energy, Inc.
(Name of Issuer)
Common Stock, Par Value $0.001 Per Share
(Title of Class of Securities)
80007P 307
(CUSIP Number)
James H. Holloman, Jr., Esq.
20 North Broadway, Suite 1800
Oklahoma City, Oklahoma 73102
(405) 235-7700
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
April 23, 2009
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

 


 

                     
CUSIP No.
 
80007P 307 
 

 

           
1   NAMES OF REPORTING PERSONS

Tom L. Ward
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)   o 
  (b)   o 
     
3   SEC USE ONLY
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS)
   
  PF
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United States
       
  7   SOLE VOTING POWER
     
NUMBER OF   25,980,757
       
SHARES 8   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   31,200
       
EACH 9   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   19,308,159
       
WITH 10   SHARED DISPOSITIVE POWER
     
    6,703,798
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  26,011,957
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
   
  15.5%
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  IN
     
Schedule 13D   Page 2 of 5 Pages


 

          This Amendment No. 5 (this “Fifth Amendment”) to Schedule 13D is filed by Tom L. Ward (the “Reporting Person”) with respect to the Reporting Person’s beneficial ownership of shares of common stock, par value $0.001 per share (the “Common Stock”), of SandRidge Energy, Inc., a Delaware corporation (the “Issuer”). This Fifth Amendment amends the initial statement on Schedule 13D filed by the Reporting Person on November 19, 2007, as amended by Amendment No. 1 to Schedule 13D filed by the Reporting Person on March 14, 2008, Amendment No. 2 to Schedule 13D filed by the Reporting Person on June 17, 2008, Amendment No. 3 to Schedule 13D filed by the Reporting Person on August 7, 2008, and Amendment No. 4 to Schedule 13D filed by the Reporting Person on January 7, 2009 (collectively, the “Prior 13D”). Unless otherwise indicated, all capitalized terms used but not defined herein shall have the same meaning ascribed to them in the Prior 13D. Except as indicated herein, the information set forth in the Prior 13D remains unchanged.
Item 1. Security and Issuer
          The information set forth in the Prior 13D with respect to this Item has not changed as of the date of this Fifth Amendment.
Item 2. Identity and Background
          The information set forth in the Prior 13D with respect to this Item has not changed as of the date of this Fifth Amendment.
Item 3. Source and Amount of Funds or Other Consideration
          The information set forth in the Prior 13D with respect to this Item has not changed as of the date of this Fifth Amendment.
Item 4. Purpose of Transaction
          The information set forth in the Prior 13D with respect to this Item has not changed as of the date of this Fifth Amendment.
Item 5. Interest in Securities of the Issuer
          The information contained in paragraphs (a) and (b) of Item 5 is hereby amended and restated as follows:
          (a) As of the date of this Fifth Amendment, the Reporting Person is the beneficial owner of 26,011,957 shares of Common Stock, which consists of: (i) 23,242,000 shares of Common Stock owned directly by the Reporting Person in brokerage and security accounts; (ii) 79,000 shares of Common Stock held in an IRA for the benefit of the Reporting Person; (iii) 2,636,754 shares of Common Stock held through TLW Properties, for which the Reporting Person exercises sole voting and dispositive power; (iv) 20,000 shares of Common Stock held by a minor child of the Reporting Person; (v) 3,003 shares of Common Stock held in a 401(k) plan account for the benefit of the Reporting Person; and (vi) 31,200 shares of Common Stock through Solon L. Bloomer Family Partners Limited Partnership II (“Bloomer Family Partners”), for which the Reporting Person exercises shared voting and dispositive power, which together
     
Schedule 13D   Page 3 of 5 Pages

 


 

constitute 15.5% of the outstanding shares of Common Stock. The beneficial ownership percentage of the Reporting Person is calculated based on 167,625,519 shares of Common Stock outstanding as of February 20, 2009, based on information included in the Issuer’s amended Annual Report of Form 10-K/A filed on April 23, 2009.
          In addition to the shares of Common Stock beneficially owned by the Reporting Person described above, the Reporting Person (i) is a beneficiary of an Executive Nonqualified Excess Plan maintained by the Issuer with a current balance of 39,620 shares of Common Stock, for which the Reporting Person has no voting power and no dispositive power exercisable within 60 days of the date of this Fifth Amendment, and (ii) owns 1,205,895 shares of unvested restricted Common Stock that will not vest within 60 days from the date of this Fifth Amendment. The restricted Common Stock owned by the Reporting Person vests in equal 25% increments annually on the anniversary date of each grant date pursuant to the following vesting schedule:
                                 
                    Shares Vesting    
    Shares of   Shares Vested and   and to be    
Restricted   Restricted   Previously   Delivered to   Remaining
Common Stock   Common Stock   Delivered to   Reporting Person   Unvested
Grant Date   Granted   Reporting Person   Within 60 Days   Shares
01/10/2007
    300,000       150,000       0       150,000  
07/11/2007
    325,000       81,250       0       243,750  
01/11/2008
    234,375       58,594       0       175,781  
07/11/2008
    136,364       0       0       136,364  
01/09/2009
    500,000       0       0       500,000  
 
                               
Total
    1,495,739       289,844       0       1,205,895  
          It is anticipated that the Reporting Person will receive additional contributions to his Executive Nonqualified Excess Plan account, grants of restricted stock and/or other equity grants in the future so long as he remains employed by the Issuer.
          (b) The Reporting Person has (i) sole voting power with respect to 25,980,757 shares of Common Stock, consisting of all shares of Common Stock beneficially owned by the Reporting Person excluding 31,200 shares of Common Stock held by Bloomer Family Partners, for which the Reporting Person shares voting power with Ronnie D. Ward, the Reporting Person’s brother (“Co-General Partner”), as a co-general partner, and (ii) sole dispositive power with respect to 19,308,159 shares of Common Stock, consisting of all shares of Common Stock beneficially owned by the Reporting Person excluding (A) 31,200 shares of Common Stock held by Bloomer Family Partners, for which the Reporting Person shares dispositive power with the Co-General Partner, and (B) 6,672,598 shares of Common Stock that may be acquired by the Kaiser-Francis Charitable Income Trust-C (“CIT”) upon the exercise of a warrant granted to CIT by the Reporting Person, as more fully described below in paragraph (c) and under Item 6. Information relevant to each of the Co-General Partner and CIT is set forth below.
     
Schedule 13D   Page 4 of 5 Pages

 


 

Co-General Partner
          Ronnie D. Ward’s business address is Chesapeake Energy Corporation, 6100 North Western Avenue, Oklahoma City, Oklahoma 73118. He is the Vice-President — Land, Northern Division of Chesapeake Energy Corporation. Mr. Ward has not been convicted in a criminal proceeding during the last five years (excluding traffic violations or similar misdemeanors), nor has he been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction during the last five years. He is a citizen of the United States of America.
CIT
          Kaiser-Francis Charitable Income Trust-C is a charitable income trust established by George B. Kaiser under Oklahoma law. The principal beneficiaries of CIT are The Tulsa Community Foundation and The George Kaiser Family Foundation. Its principal office and place of business is located at 124 E. 4th Street, Tulsa, Oklahoma 74103. CIT has not been convicted in a criminal proceeding during the last five years (excluding traffic violations or similar misdemeanors), nor has it been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction during the last five years.
          (c) On April 23, 2009, the Reporting Person entered into an Underwriting Agreement with Morgan Stanley & Co. Incorporated, as representative of the underwriters named therein, and the Issuer pursuant to which the Reporting Person caused TLW Properties to sell and deliver 3,000,000 shares of Common Stock to such underwriters at a price of $7.46 per share in an offering registered under the Securities Act. This transaction closed, and these shares of Common Stock were delivered to the underwriters, on April 29, 2009.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
          The information set forth in the Prior 13D with respect to this Item has not changed as of the date of this Fifth Amendment.
Item 7. Material to Be Filed as Exhibits
          The following additional exhibits are filed with this Fifth Amendment and supplement the exhibits already filed as part of the Prior 13D:
99.1   Underwriting Agreement dated April 23, 2009, by and among SandRidge Energy, Inc., Tom L. Ward and Morgan Stanley & Co. Incorporated (incorporated by reference to Exhibit 1.1 to the Form 8-K filed by SandRidge Energy, Inc. on April 28, 2009)
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.
         
     
Date: May 7, 2009  /s/ Tom L. Ward    
  Tom L. Ward   
     
 
     
Schedule 13D   Page 5 of 5 Pages

 

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