-----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, HsJ+HXoc/giAM/h0xhDjVsUpi/DvJCUg8t/LlzRNDZOGR9jtodq2Ql9qVRs/3pxG R+TyLIQl4RTOr02ko0eDug== 0000949459-97-000025.txt : 19970110 0000949459-97-000025.hdr.sgml : 19970110 ACCESSION NUMBER: 0000949459-97-000025 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970109 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NEWFIELD EXPLORATION CO /DE/ CENTRAL INDEX KEY: 0000912750 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 721133047 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-43815 FILM NUMBER: 97503079 BUSINESS ADDRESS: STREET 1: 363 N SAM HOUSTON PARKWAY E STREET 2: STE 2020 CITY: HOUSTON STATE: TX ZIP: 77060 BUSINESS PHONE: 7138476000 MAIL ADDRESS: STREET 1: 363 N SAM HOUSTON PARKWAY E STREET 2: SUITE 2020 CITY: HOUSTON STATE: TX ZIP: 77060 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: YALE UNIVERSITY CENTRAL INDEX KEY: 0000938582 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 06646973 STATE OF INCORPORATION: CT FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 230 PROSPECT STREET CITY: NEW HAVEN STATE: CT ZIP: 06511-2107 BUSINESS PHONE: 2034325761 MAIL ADDRESS: STREET 1: YALE UNIVERSITY INVESTMENT OFFICE STREET 2: 230 PROSPECT STREET CITY: NEW HAVEN STATE: CT ZIP: 06511-2107 SC 13G/A 1 SCHEDULE 13G AMENDMENT NO. 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 AMENDMENT NO. 3 NEWFIELD EXPLORATION COMPANY (Name of Issuer) Common Stock, par value $.01 per share -------------------------------------- (Title of Class of Securities) 651 290 108 (CUSIP Number) Check the following box if a fee is being paid with this statement [ ]. - -------------------------------------------------------------------------------- 1) Name and I.R.S. Identification No. of Reportingg Person: Yale University I.R.S. Number 06-0646973-N - -------------------------------------------------------------------------------- 2) Check the Appropriate Box if a Member of a Group: (a) (Not Applicable) (b) (Not Applicable) - -------------------------------------------------------------------------------- 3) SEC Use Only - -------------------------------------------------------------------------------- 4) Citizenship or Place of Organization Yale University is a Connecticut corporation. Number of Shares (5) Sole Voting Power - 1,492,078* Beneficially Owned by (*/number is post a 2-for-1 split as of 12/31/96 Each Reporting ------------------------------------------------- Person With: (6) Shared Voting Power (Not Applicable) ------------------------------------------------- (7) Sole Dispositive Power - 1,492,078* (*/number is post a 2-for-1 split as of 12/31/96) ------------------------------------------------- (8) Shared Dispositive Power (Not Applicable) - -------------------------------------------------------------------------------- 9) Aggregate Amount Beneficially Owned by Each Reporting Person: 1,492,078* (*/number is post a 2-for-1 split as of 12/31/96) - -------------------------------------------------------------------------------- 10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares: (Not Applicable) - -------------------------------------------------------------------------------- 11) Percent of Class Represented by Amount in Row (9): 4.3% - -------------------------------------------------------------------------------- 12) Type of Reporting Person: EP - -------------------------------------------------------------------------------- Page 1 of 4 Item 1. (a) Name of Issuer: Newfield Exploration Company (the "Company") (b) Address of Issuer's Principal Executive Offices: 363 N. Sam Houston Pkwy. E. Suite 2020 Houston, Texas 77060 Item 2. (a) Name of Person Filing: Yale University (b) Address of Principal Office: Yale University Investments Office 230 Prospect Street New Haven, CT 06511-2107 Attn: Tim Sullivan, Associate Director (c) Citizenship: Yale University is a Connecticut corporation. (d) Title of Class of Securities: Common Stock, $0.01 par value per share (e) CUSIP Number: 651 290 108 Item 3. (Not Applicable) Item 4. Ownership: (a) Amount Beneficially Owned: 1,492,078* (*/number is post a 2-for-1 split as of 12/31/96) (b) Percent of Class: 4.3% (c) Number of Shares as to which such person has: (i) sole power to vote or to direct the vote: 1,492,078* (*/number is post a 2-for-1 split as of 12/31/96) Page 2 of 4 (ii) shared power to vote or to direct the vote: (Not Applicable) (iii) sole power to dispose or to direct the disposition of: 1,492,078* (*/number is post a 2-for-1 split as of 12/31/96) (iv) shared power to dispose or to direct the disposition of: (Not Applicable) Yale University; Warburg, Pincus Investors, L.P.; The Board of Regents of The University of Texas System, as trustee for The University of Texas System Common Trust Fund; The Permanent University Fund of the State of Texas; and the Company were parties to a voting agreement (the "Voting Agreement") which provided that each of such stockholders had the fight to designate a number of nominees for director equal to the total number of directors constituting the Board of Directors of the Company multiplied by the percentage of issued and outstanding Common Stock of the Company owned by such stockholder (rounded to the nearest whole director). The Voting Agreement required that the Company nominate the designated directors and that each of these stockholders vote its shares for the designated directors. The rights of any one of these stockholders to designate one or more directors ceased (and such stockholder was no longer be a party to the Voting Agreement) if such stockholder's ownership fell below 10% of the issued and outstanding Common Stock of the Company (the ownership of The University of Texas System Common Trust Fund and The Permanent University Fund of the State of Texas is aggregated for the purpose of this 10% threshold) By virtue of the reduction in its ownership position, Yale University's rights under tire Voting Agreement have ceased (and Yale University is no longer a party to the Voting Agreement). The Voting Agreement will terminate on the election of directors at the third regular annual meeting of stockholders held after the closing of the Company's initial public offering. Item 5 Ownership of Five Percent or Less of a Class: If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following: [X]. 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 Group: (Not Applicable) Item 9 Notice of Dissolution of Group: (Not Applicable) Page 3 of 4 Item 10 Certification: By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes 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: January 9, 1997 /s/ David F. Swensen ----------------------------------------- Name: David F. Swensen Title: Chief Investment Officer Page 4 of 4 -----END PRIVACY-ENHANCED MESSAGE-----