SEC FORM 4

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^*

ARES MANAGEMENT LLC

(Last)

(First)

(Middle)

2000 AVENUE OF THE STARS

12TH FLOOR

(Street)

LOS ANGELES

90067

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
California Resources Corp [ CRC ]

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)
12/13/2021

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01	12/13/2021		S		70,000⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾	D	$43.3672	11,181,249⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾	I	See Footnotes⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾
Common Stock, par value $0.01	12/14/2021		S		31,382⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾	D	$42.6801	11,149,867⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾	I	See Footnotes⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Call Options (obligation to sell)	$60	12/13/2021		S			3,500⁽⁷⁾	12/13/2021	12/16/2022	Common Stock, par value $0.01	350,000⁽⁷⁾	$5	3,500⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁶⁾⁽⁷⁾	I	See Footnotes⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁶⁾⁽⁷⁾

1. Name and Address of Reporting Person^*

ARES MANAGEMENT LLC

(Last)

(First)

(Middle)

2000 AVENUE OF THE STARS

12TH FLOOR

(Street)

LOS ANGELES

90067

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

AF V Energy IV AIV 1A, L.P.

(Last)

(First)

(Middle)

2000 AVENUE OF THE STARS, 12TH FLOOR

(Street)

LOS ANGELES

90067

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

AF V Energy IV AIV 1B, L.P.

(Last)

(First)

(Middle)

2000 AVENUE OF THE STARS, 12TH FLOOR

(Street)

LOS ANGELES

90067

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

AF V Energy IV AIV 2, L.P.

(Last)

(First)

(Middle)

2000 AVENUE OF THE STARS, 12TH FLOOR

(Street)

LOS ANGELES

90067

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

AEOF ECR AIV A-B, L.P.

(Last)

(First)

(Middle)

2000 AVENUE OF THE STARS, 12TH FLOOR

(Street)

LOS ANGELES

90067

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

AEOF ECR AIV C, L.P.

(Last)

(First)

(Middle)

2000 AVENUE OF THE STARS, 12TH FLOOR

(Street)

LOS ANGELES

90067

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

AF Energy Feeder, L.P.

(Last)

(First)

(Middle)

2000 AVENUE OF THE STARS, 12TH FLOOR

(Street)

LOS ANGELES

90067

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. This statement is being filed jointly by (i) AF V Energy IV AIV 1A, L.P. ("ACOF AIV 1A"), (ii) AF V Energy IV AIV 1B, L.P. ("ACOF AIV 1B"), (iii) AF V Energy IV AIV 2, L.P. ("ACOF AIV 2" and, together with ACOF AIV 1A and ACOF AIV 1B, the "ACOF AIVs"), (iv) AEOF ECR AIV A-B, L.P. ("AEOF AIV A-B"), (v) AEOF ECR AIV C, L.P. ("AEOF AIV C" and, together with AEOF AIV A-B, the "AEOF AIVs"), (vi) AF Energy Feeder, L.P., (vii) ACOF Investment Management LLC ("ACOF Investment Management"), (viii) Ares Management LLC, (Continued in footnote 2

2. (ix) Ares Management Holdings L.P. ("Ares Management Holdings"), (x) Ares Holdco LLC ("Ares Holdco"), (xi) Ares Management Corporation ("Ares Management"), (xii) Ares Voting LLC ("Ares Voting"), (xiii) Ares Management GP LLC ("Ares Management GP") and (xiv) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). Due to the electronic system's limitation of 10 Reporting Persons per joint filing, this statement is being filed in duplicate.

3. ACOF Investment Management is the manager of each of the ACOF AIVs, the AEOF AIVs and AF Energy Feeder, L.P., and the sole member of ACOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings and the general partner of Ares Management Holdings is Ares Holdco. The sole member of Ares Holdco is Ares Management. Ares Management GP is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Ares Class B Common Stock") and Ares Voting is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Ares Class C Common Stock"). (Continued in footnote 4)

4. Pursuant to Ares Management's Certificate of Incorporation, the holders of the Ares Class B Common Stock and the Ares Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners. Ares Partners is managed by a board of managers, which is composed of Michael Arougheti, Ryan Berry, R. Kipp deVeer, David Kaplan, Antony Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over decisions by the Board Members.

5. The Reporting Persons collectively beneficially own, or may be deemed to beneficially own, in the aggregate 11,149,867 shares of Common Stock by reason of the direct or indirect beneficial ownership of such shares as follows: (i) ACOF AIV 1A directly holds 663,094 shares of Common Stock, (ii) ACOF AIV 1B directly holds 2,426,585 shares of Common Stock, (iii) ACOF AIV 2 directly holds 2,471,962 shares of Common Stock, (iv) AEOF AIV A-B directly holds 1,894,861 shares of Common Stock, (v) AEOF AIV C directly holds 804,524 shares of Common Stock and (vi) AF Energy Feeder, L.P. directly holds 2,888,841 shares of Common Stock.

6. Each of the Reporting Persons (other than the ACOF AIVs, the AEOF AIVs, and AF Energy Feeder, L.P with respect to the shares of Common Stock directly held by them) and the Board Members, and the other directors, officers, partners, stockholders, members and managers of the Reporting Persons, expressly disclaims beneficial ownership of the Common Stock, except to the extent of any pecuniary interest therein, and this Form 4 shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes.

7. The Reporting Persons collectively have written, or may be deemed to have written, in the aggregate 3,500 call options. Each call option represents 100 shares of Common Stock. ACOF AIV 1A wrote 275 call options; ACOF AIV 1B wrote 1,005 call options; ACOF AIV 2 wrote 1,024 call options; and AF Energy Feeder, L.P. wrote 1,196 call options.

	ARES MANAGEMENT LLC /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory	12/15/2021
	AF V ENERGY IV AIV 1A, L.P. By: ACOF INVESTMENT MANAGEMENT LLC Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory	12/15/2021
	AF V ENERGY IV AIV 1B, L.P. By: ACOF INVESTMENT MANAGEMENT LLC Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory	12/15/2021
	AF V ENERGY IV AIV 2, L.P. By: ACOF INVESTMENT MANAGEMENT LLC Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory	12/15/2021
	AEOF ECR AIV A-B, L.P. By: ACOF INVESTMENT MANAGEMENT LLC Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory	12/15/2021
	AEOF ECR AIV C, L.P. By: ACOF INVESTMENT MANAGEMENT LLC Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory	12/15/2021
	AF ENERGY FEEDER, L.P. By: ACOF INVESTMENT MANAGEMENT LLC Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory	12/15/2021
	** 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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