-----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, ScOiOLZPa+Y2FULbHXHcfld6PD3xPhUX3SzhuCErkSg9oFVsXvdwrXmwBJdhVG9L a+E6eG6dEqTRFm50sJyV2A== 0001104659-11-008804.txt : 20110222 0001104659-11-008804.hdr.sgml : 20110221 20110222125228 ACCESSION NUMBER: 0001104659-11-008804 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110222 DATE AS OF CHANGE: 20110222 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Herlin Robert S CENTRAL INDEX KEY: 0001293397 FILING VALUES: FORM TYPE: SC 13G/A MAIL ADDRESS: STREET 1: 820 GESSNER, SUITE 1340 CITY: HOUSTON STATE: TX ZIP: 77024 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EVOLUTION PETROLEUM CORP CENTRAL INDEX KEY: 0001006655 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 411781991 STATE OF INCORPORATION: NV FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-46383 FILM NUMBER: 11627556 BUSINESS ADDRESS: STREET 1: 2500 CITYWEST BLVD STREET 2: SUITE 1300 CITY: HOUSTON STATE: TX ZIP: 77042 BUSINESS PHONE: 713-935-0122 MAIL ADDRESS: STREET 1: 2500 CITYWEST BLVD STREET 2: SUITE 1300 CITY: HOUSTON STATE: TX ZIP: 77042 FORMER COMPANY: FORMER CONFORMED NAME: NATURAL GAS SYSTEMS INC/NEW DATE OF NAME CHANGE: 20040817 FORMER COMPANY: FORMER CONFORMED NAME: NATURAL GAS SYSTEMS, INC. DATE OF NAME CHANGE: 20040810 FORMER COMPANY: FORMER CONFORMED NAME: REALITY INTERACTIVE INC DATE OF NAME CHANGE: 19960301 SC 13G/A 1 a11-6379_1sc13ga.htm SC 13G/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 2)

 

Evolution Petroleum Corporation

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

30049A107

(CUSIP Number)

December 31, 2010

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

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. 63887P 10 0

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).

Robert S. Herlin

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United State of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power  (1)
2,975,868

 

6.

Shared Voting Power

 

7.

Sole Dispositive Power (1)
2,975,868

 

8.

Shared Dispositive Power

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person (1)
2,975,868

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x

 

 

11.

Percent of Class Represented by Amount in Row
10.2%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

(1)

Includes (i) 1,151,805 shares directly held by Mr. Herlin; (ii) 133,932 shares of restricted stock directly held by Mr. Herlin; (iii) up to 1,002,631 shares of our common stock issuable upon exercise of options currently exercisable (or exercisable within 60 days of December 31, 2010); and (iv) 687,500 shares of our common stock issuable upon exercise of warrants currently exercisable. The total does not include up to 94,579 shares of our common stock issuable upon the exercise of options not exercisable within 60 days of December 31, 2010.

 

2


 

Item 1.

 

(a)

Name of Issuer:
Evolution Petroleum Corporation, a Nevada corporation (the “Company”)

 

(b)

Address of Issuer’s Principal Executive Offices:
2500 City West Blvd. Suite 1300

Houston, TX 77042

 

Item 2.

 

(a)

Name of Person Filing:
This statement is filed by Robert S. Herlin

 

(b)

Business Address: The address of Mr. Herlin is:

Robert S. Herlin

c/o Evolution Petroleum Corporation

2500 City West Blvd. Suite 1300

Houston, TX 77042

 

(c)

Citizenship:
Mr. Herlin is a citizen of the United States.

 

(d)

Title of Class of Securities:
Common Stock, $0.001 par value (“Common Stock”)

 

(e)

CUSIP Number:
30049A107

 

Item 3.

Statements Filed Pursuant to Rules 13d-1(b) or 13d-2(b) or (c).

 

Not Applicable

 

 

3


 

Item 4.

Ownership.

The percentages used herein are calculated based on 27,504,566 of Common Stock issued and outstanding as of December 31, 2010.

 

Robert S. Herlin

 

(a)

Amount beneficially owned:   

2,975,868

 

(b)

Percent of class:   

10.2%

 

(c)

Number of shares as to which Robert S. Herlin has:

 

 

 

(i)

Sole power to vote or to direct the vote is   

2,975,868

SEE FOOTNOTE 1 ON PAGE 2

 

 

(ii)

Shared power to vote or to direct the vote is    

-0-

 

 

(iii)

Sole power to dispose or to direct the disposition of is  

2,975,868

SEE FOOTNOTE 1 ON PAGE 2

 

 

(iv)

Shared power to dispose or to direct the disposition of  is  

-0-.

 

Item 5.

Ownership of Five Percent or Less of a Class

 

NOT APPLICABLE

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

NOT APPLICABLE

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

 

NOT APPLICABLE

 

Item 8.

Identification and Classification of Members of the Group

 

NOT APPLICABLE

 

Item 9.

Notice of Dissolution of Group

 

NOT APPLICABLE

 

 

4


 

Item 10.

Certification

(a)   By signing below I certify that, to the best of my knowledge and belief, the securities b) referred to above were not acquired and are not held for the purpose of or with the effect of changing the control of the issuer of the securities and were not acquired and are not ( held in connection with or as a participant in any transaction having that purpose or effect.

 

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: February 22, 2011

 

 

/s/ Robert S. Herlin

 

Robert S. Herlin

 

 

 

 

5

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