SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
JVL Advisors, L.L.C.

(Last) (First) (Middle)
10,000 MEMORIAL DRIVE
SUITE 550

(Street)
HOUSTON TX 77024

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EVOLUTION PETROLEUM CORP [ EPM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/23/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/23/2018 S 2,408(1)(2)(13) D $8.2 752,460(1)(2)(14) I See Footnotes(1)(2)(14)
Common Stock 03/27/2018 S 736(1)(2)(3) D $8.2 1,253,099(1)(2)(4) I See Footnotes(1)(2)(4)
Common Stock 03/27/2018 S 404(1)(2)(5) D $8.2 806,636(1)(2)(6) I See Footnotes(1)(2)(6)
Common Stock 03/27/2018 S 143(1)(2)(7) D $8.2 134,159(1)(2)(8) I See Footnotes(1)(2)(8)
Common Stock 03/27/2018 S 66(1)(2)(9) D $8.2 189,487(1)(2)(10) I See Footnotes(1)(2)(10)
Common Stock 03/27/2018 S 95(1)(2)(11) D $8.2 158,897(1)(2)(12) I See Footnotes(1)(2)(12)
Common Stock 03/28/2018 S 564(1)(2)(3) D $8.15 1,252,535(1)(2)(4) I See Footnotes(1)(2)(4)
Common Stock 03/28/2018 S 310(1)(2)(5) D $8.15 806,326(1)(2)(6) I See Footnotes(1)(2)(6)
Common Stock 03/28/2018 S 109(1)(2)(7) D $8.15 134,050(1)(2)(8) I See Footnotes(1)(2)(8)
Common Stock 03/28/2018 S 50(1)(2)(9) D $8.15 189,437(1)(2)(10) I See Footnotes(1)(2)(10)
Common Stock 03/28/2018 S 73(1)(2)(11) D $8.15 158,824(1)(2)(12) I See Footnotes(1)(2)(12)
Common Stock 03/29/2018 S 3,550(1)(2)(3) D $8.1009(15) 1,248,985(1)(2)(4) I See Footnotes(1)(2)(4)
Common Stock 03/29/2018 S 1,949(1)(2)(5) D $8.1009(15) 804,377(1)(2)(6) I See Footnotes(1)(2)(6)
Common Stock 03/29/2018 S 689(1)(2)(7) D $8.1009(15) 133,361(1)(2)(8) I See Footnotes(1)(2)(8)
Common Stock 03/29/2018 S 313(1)(2)(9) D $8.1009(15) 189,124(1)(2)(10) I See Footnotes(1)(2)(10)
Common Stock 03/29/2018 S 460(1)(2)(11) D $8.1009(15) 158,364(1)(2)(12) I See Footnotes(1)(2)(12)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
JVL Advisors, L.L.C.

(Last) (First) (Middle)
10,000 MEMORIAL DRIVE
SUITE 550

(Street)
HOUSTON TX 77024

(City) (State) (Zip)
1. Name and Address of Reporting Person*
LOVOI JOHN

(Last) (First) (Middle)
10,000 MEMORIAL DRIVE
SUITE 550

(Street)
HOUSTON TX 77024

(City) (State) (Zip)
Explanation of Responses:
1. John V. Lovoi ("Lovoi") is (i) the sole member and manager of JVL Advisors, LLC ("JVL Advisors"), which is the ultimate controlling entity of Navitas Fund LP, a Texas limited partnership ("Navitas"), Asklepios Energy Fund, LP, a Texas limited partnership ("Asklepios"), Hephaestus Energy Fund, LP, a Delaware limited partnership ("Hephaestus"), Children's Energy Fund, LP, a Delaware limited partnership ("Children's Fund"), and Panakeia Energy Fund, LP, a Delaware limited partnership ("Panakeia"), and (ii) managing member of Lobo Baya, LLC, which is the ultimate controlling entity of Luxiver, LP, a Delaware limited partnership ("Luxiver", and collectively with Navitas, Asklepios, Hephaestus, Children's Fund, and Panakeia, the "Partnerships"). JVL Advisors is party to an investment management agreement with Luxiver that gives JVL Advisors voting and dispositive power over the securities owned by Luxiver; thus, JVL Advisors may be deemed an ultimate controlling entity of Luxiver.
2. Because of their control over, and investment management relationship with, the Partnerships, JVL Advisors and Lovoi may be deemed to have voting and dispositive power over the securities owned by the Partnerships; thus, each may also be deemed to be the beneficial owner of these securities. JVL Advisors and Lovoi disclaim any beneficial ownership of the reported securities beneficially owned by the Partnerships in excess of their respective pecuniary interest in such securities.
3. Represents Luxiver's sale of shares of common stock.
4. Represents shares of common stock held by Luxiver.
5. Represents Hephaestus' sale of shares of common stock.
6. Represents shares of common stock held by Hephaestus.
7. Represents Children's Fund's sale of shares of common stock.
8. Represents shares of common stock held by Children's Fund.
9. Represents Asklepios' sale of shares of common stock.
10. Represents shares of common stock held by Asklepios.
11. Represents Panakeia's sale of shares of common stock.
12. Represents shares of common stock held by Panakeia.
13. Represents Navitas' sale of shares of common stock.
14. Represents shares of common stock held by Navitas.
15. Represents an average sale price for the shares of common stock - the high price was $8.15 and the low price was $8.10.
JVL ADVISORS, LLC By: /s/ John V. Lovoi Name: John V. Lovoi Title: Manager 04/02/2018
/s/ John V. Lovoi John V. Lovoi 04/02/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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