0000899243-21-002926.txt : 20210122 0000899243-21-002926.hdr.sgml : 20210122 20210122162837 ACCESSION NUMBER: 0000899243-21-002926 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210121 FILED AS OF DATE: 20210122 DATE AS OF CHANGE: 20210122 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Goff Travis CENTRAL INDEX KEY: 0001813595 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35374 FILM NUMBER: 21546104 MAIL ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102-5478 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: John C. Goff 2010 Family Trust CENTRAL INDEX KEY: 0001743461 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35374 FILM NUMBER: 21546105 BUSINESS ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 8175093964 MAIL ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Goff Family Investments, LP CENTRAL INDEX KEY: 0001813596 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35374 FILM NUMBER: 21546106 BUSINESS ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102-5478 BUSINESS PHONE: 817-509-3964 MAIL ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102-5478 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Goff Family Foundation CENTRAL INDEX KEY: 0001682336 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35374 FILM NUMBER: 21546107 BUSINESS ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 8175093951 MAIL ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Goff Focused Energy Strategies LP CENTRAL INDEX KEY: 0001725517 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35374 FILM NUMBER: 21546108 BUSINESS ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 8175093958 MAIL ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Goff REN Holdings II, LLC CENTRAL INDEX KEY: 0001813593 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35374 FILM NUMBER: 21546109 BUSINESS ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102-5478 BUSINESS PHONE: 8175093964 MAIL ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102-5478 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Goff REN Holdings, LLC CENTRAL INDEX KEY: 0001682594 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35374 FILM NUMBER: 21546110 BUSINESS ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-509-3951 MAIL ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Goff MCEP II LP CENTRAL INDEX KEY: 0001725530 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35374 FILM NUMBER: 21546111 BUSINESS ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 8175093958 MAIL ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Goff MCEP Holdings, LLC CENTRAL INDEX KEY: 0001682333 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35374 FILM NUMBER: 21546112 BUSINESS ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-509-3951 MAIL ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOFF JOHN C CENTRAL INDEX KEY: 0001040463 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35374 FILM NUMBER: 21546113 MAIL ADDRESS: STREET 1: 500 COMMERCE STREET CITY: FORT WORTH STATE: TX ZIP: 76102 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Mid-Con Energy Partners, LP CENTRAL INDEX KEY: 0001527709 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 452842469 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2431 E. 61ST STREET STREET 2: SUITE 800 CITY: TULSA STATE: OK ZIP: 74136 BUSINESS PHONE: 918-743-7575 MAIL ADDRESS: STREET 1: 2431 E. 61ST STREET STREET 2: SUITE 800 CITY: TULSA STATE: OK ZIP: 74136 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-01-21 1 0001527709 Mid-Con Energy Partners, LP MCEP 0001040463 GOFF JOHN C 500 COMMERCE STREET FORT WORTH TX 76102 0 0 1 0 0001682333 Goff MCEP Holdings, LLC 500 COMMERCE STREET FORT WORTH TX 76102 0 0 1 0 0001725530 Goff MCEP II LP 500 COMMERCE STREET FORT WORTH TX 76102 0 0 1 0 0001682594 Goff REN Holdings, LLC 500 COMMERCE STREET FORT WORTH TX 76102 0 0 1 0 0001813593 Goff REN Holdings II, LLC 500 COMMERCE STREET FORT WORTH TX 76102 0 0 1 0 0001725517 Goff Focused Energy Strategies LP 500 COMMERCE STREET FORT WORTH TX 76102 0 0 1 0 0001682336 Goff Family Foundation 500 COMMERCE STREET FORT WORTH TX 76102 0 0 1 0 0001813596 Goff Family Investments, LP 500 COMMERCE STREET FORT WORTH TX 76102 0 0 1 0 0001743461 John C. Goff 2010 Family Trust 500 COMMERCE STREET FORT WORTH TX 76102 0 0 1 0 0001813595 Goff Travis 500 COMMERCE STREET FORT WORTH TX 76102 0 0 1 0 Common Units 2021-01-21 4 D 0 25900 0.00 D 0 I See footnote Common Units 2021-01-21 4 D 0 8000 0.00 D 0 I See footnote Common Units 2021-01-21 4 D 0 1736403 0.00 D 0 I See footnote Common Units 2021-01-21 4 D 0 2724753 0.00 D 0 I See footnote Common Units 2021-01-21 4 D 0 1616713 0.00 D 0 I See footnote Common Units 2021-01-21 4 D 0 419193 0.00 D 0 I See footnote Common Units 2021-01-21 4 D 0 1397309 0.00 D 0 I See footnote Common Units 2021-01-21 4 D 0 149690 0.00 D 0 I See footnote Phantom Units 2021-01-21 4 D 0 41000 0.00 D Common Units 41000 0 D These common units ("Common Units") representing a limited partner interest in Mid-Con Energy Partners, LP ("Mid-Con") are directly held by the John C. Goff 2010 Family Trust (the "Trust"). John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Common Units held by the Trust. These Common Units are directly held by Goff Family Investments, LP ("Goff Investments"). Goff Capital, Inc. ("Goff Capital") is the general partner of Goff Investments and, as such, it may be deemed to beneficially own the Common Units held by Goff Investments. The Trust is the controlling shareholder of Goff Capital and, as such, it may be deemed to beneficially own the Common Units held by Goff Capital. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the securities held by the Trust. These Common Units are directly held by Goff MCEP Holdings, LLC ("Goff MCEP Holdings"). Goff Capital is the manager of Goff MCEP Holdings, and, as such, it may be deemed to beneficially own the Common Units held by Goff MCEP Holdings. The Trust is the controlling shareholder of Goff Capital, and, as such, it may be deemed to beneficially own the Common Units held by Goff Capital. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Common Units held by the Trust. These Common Units are directly held by Goff MCEP II, LP ("Goff MCEP II"). GFS MCEP GP, LLC ("GFS MCEP") is the general partner of Goff MCEP II and, as such, it may be deemed to beneficially own the Common Units held by Goff MCEP II. GFS Management, LLC ("GFS Management") is the managing member of GFS MCEP and, as such, it may be deemed to beneficially own the Common Units held by GFS MCEP. Goff Focused Strategies LLC ("GFS") is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Common Units held by GFS Management. GFT Strategies, LLC ("GFT") is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Common Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Common Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Common Units held by the Trust. These Common Units are directly held by Goff REN Holdings, LLC ("Goff REN"). GFS REN GP, LLC ("GFS REN") is the managing member of Goff REN and, as such, it may be deemed to beneficially own the Common Units held by Goff REN. GFS Management is the managing member of GFS REN and, as such, it may be deemed to beneficially own the Common Units held by GFS REN. GFS is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Common Units held by GFS Management. GFT is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Common Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Common Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Common Units held by the Trust. These Common Units are directly held by Goff REN Holdings II, LLC ("Goff REN II"). GFS REN is the managing member of Goff REN II and, as such, it may be deemed to beneficially own the Common Units held by Goff REN II. GFS Management is the managing member of GFS REN and, as such, it may be deemed to beneficially own the Common Units held by GFS REN. GFS is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Common Units held by GFS Management. GFT is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Common Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Common Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Common Units held by the Trust. These Common Units are directly held by Goff Focused Energy Strategies, LP ("Goff Energy"). GFS Energy GP, LLC ("GFS Energy") is the general partner of Goff Energy and, as such, it may be deemed to beneficially own the Common Units held by Goff Energy. GFS Management is the managing member of GFS Energy and, as such, it may be deemed to beneficially own the Common Units held by GFS Energy. GFS is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Common Units held by GFS Management. GFT is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Common Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Common Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Common Units held by the Trust. These Common Units are directly held by the Goff Family Foundation ("Family Foundation"). John C. Goff is the sole board member of the Family Foundation and, as such, he may be deemed to beneficially own the Common Units held by the Family Foundation. On October 23, 2020, Travis Goff received an equity award of 41,000 phantom units of Mid-Con Energy Partners, LP ("Phantom Units"), convertible on a one-for-one basis into Common Units, issued under the Mid-Con Energy Partners, LP Long-Term Incentive Program. Subject to certain acceleration provisions, the Phantom Units vest on the earlier of (a) the twelve (12) month anniversary of the date of the grant and (b) the date of the annual meeting of unitholders next following the date of the grant. The Phantom Units do not have an expiration date. On October 25, 2020, the Contango, Michael Merger Sub LLC, a Delaware limited liability company and a wholly-owned, direct subsidiary of Contango ("Merger Sub"), Mid-Con, and Mid-Con Energy GP, LLC, a Delaware limited liability company and the general partner of Mid-Con, entered into an Agreement and Plan of Merger that provides for, among other things, the merger of Merger Sub with and into Mid-Con (the "Merger"), with Merger Sub surviving as a wholly owned, direct subsidiary of Contango. At the effective time of the Merger, each outstanding Common Unit in Mid-Con was converted into the right to receive 1.7500 shares of Common Stock of Contango in consideration for each Common Unit that such holder owned immediately prior to the effective time of the Merger. John C. Goff 2021-01-22 Goff MCEP Holdings, LLC, By: Goff Capital, Inc., the manager, By John C. Goff, Chief Executive Officer 2021-01-22 Goff MCEP II, LP, By: GFS MCEP GP, LLC, the general partner, By John C. Goff, Chief Executive Officer 2021-01-22 Goff REN Holdings, LLC, By: GFS REN GP, LLC, the manager, By John C. Goff, Chief Executive Officer 2021-01-22 Goff REN Holdings II, LLC, By: GFS REN GP, LLC, the manager, By John C. Goff, Chief Executive Officer 2021-01-22 Goff Focused Energy Strategies, LP, By: GFS Energy GP, LLC, the general partner, By John C. Goff, Chief Executive Officer 2021-01-22 Goff Family Foundation, By: John C. Goff, Sole board member 2021-01-22 Goff Family Investments, LP, By: Goff Capital, Inc., the general partner, By John C. Goff, Chief Executive Officer 2021-01-22 John C. Goff 2010 Family Trust, By: John C. Goff, Trustee 2021-01-22 Travis Goff 2021-01-22