0001437749-23-020445.txt : 20230721
0001437749-23-020445.hdr.sgml : 20230721
20230721162351
ACCESSION NUMBER: 0001437749-23-020445
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230719
FILED AS OF DATE: 20230721
DATE AS OF CHANGE: 20230721
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HIGHTOWER JACK
CENTRAL INDEX KEY: 0001035234
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39464
FILM NUMBER: 231102764
MAIL ADDRESS:
STREET 1: 1700 PACIFIC
STREET 2: SUYITE 3300
CITY: DALLAS
STATE: TX
ZIP: 75201
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HighPeak Energy, Inc.
CENTRAL INDEX KEY: 0001792849
STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381]
IRS NUMBER: 843533602
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 421 W. 3RD STREET
STREET 2: SUITE 1000
CITY: FORT WORTH
STATE: TX
ZIP: 76102
BUSINESS PHONE: (817) 850-9200
MAIL ADDRESS:
STREET 1: 421 W. 3RD STREET
STREET 2: SUITE 1000
CITY: FORT WORTH
STATE: TX
ZIP: 76102
4
1
rdgdoc.xml
FORM 4
X0508
4
2023-07-19
0001792849
HighPeak Energy, Inc.
HPK
0001035234
HIGHTOWER JACK
421 W. 3RD STREET, SUITE 1000
FORT WORTH
TX
76102
1
1
1
Chief Executive Officer
0
Common Stock, par value $0.0001 per share
2023-07-19
4
P
0
952380
10.50
A
3858391
D
Common Stock, par value $0.0001 per share
81239054
I
See Footnotes(2)(3)
Common Stock, par value $0.0001 per share
2336
I
By Wife
Employee Stock Option (right to buy)
10.50
2023-07-21
4
A
0
1000000
0
A
2026-10-31
Common Stock, par value $0.0001 per share
1000000
1000000
D
Represents shares of HighPeak Energy, Inc. (the "Issuer") common stock, par value $0.0001 per share ("Common Stock") purchased by the Reporting Person from Roth Capital Partners, LLC (the "Underwriter") in an underwritten public offering conducted by the Issuer pursuant to an Underwriting Agreement between the Issuer and the Underwriter.
Represents shares of Common Stock received by (i) HighPeak Pure Acquisition, LLC, a Delaware limited liability company ("Pure Sponsor"), (ii) HighPeak Energy, LP, a Delaware limited partnership ("HighPeak I"), (iii) HighPeak Energy II, LP, a Delaware limited partnership ("HighPeak II" and, together with Pure Sponsor, HighPeak I, and HighPeak Energy III, LP, a Delaware limited partnership, the "Record Holders") in connection with the business combination transaction between the Issuer and Pure Acquisition Corp., a Delaware corporation.
The Reporting Person directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Exchange Act to be the indirect beneficial owner of the Common Stock owned by the Record Holders. The Reporting Person disclaims beneficial ownership of the Common Stock held by each of the Record Holders except to the extent of his pecuniary interest in each of the Record Holders, and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
The stock option was designed to comply with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended, and the guidance thereunder, and is exercisable only during the 90 day period following the earlier to occur of the Reporting Person's separation from service due to death or disability, the occurrence of a change in control of the Issuer, or August 1, 2026.
/s/ Jack Hightower
2023-07-21