SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* LUMINUS MANAGEMENT LLC (Last) (First) (Middle) 1700 BROADWAY 26TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 10/08/2019	3. Issuer Name and Ticker or Trading Symbol HALCON RESOURCES CORP [ HK ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.0001 per share ("Common Stock")	6,151,448	I(1)	By: Luminus Energy Partners Master Fund, Ltd.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Warrants	10/08/2019	10/08/2022	Common Stock	182,478	$40.17(2)	I(1)	By Luminus Energy Partners Master Fund, Ltd.
Series B Warrants	10/08/2019	10/08/2022	Common Stock	228,107	$48.28(2)	I(1)	By Luminus Energy Partners Master Fund, Ltd.
Series C Warrants	10/08/2019	10/08/2022	Common Stock	293,281	$60.45(2)	I(1)	By Luminus Energy Partners Master Fund, Ltd.
Cash-Settled Total Return Swaps	(3)	12/13/2021	Common Stock	131,291	$13.78	I(1)	By Luminus Energy Partners Master Fund, Ltd.
Cash-Settled Total Return Swaps	(3)	10/08/2022	Series A Warrants	178,584	$40.17(2)	I(1)	By Luminus Energy Partners Master Fund, Ltd.
Cash-Settled Total Return Swaps	(3)	10/08/2022	Series B Warrants	223,238	$48.28(2)	I(1)	By Luminus Energy Partners Master Fund, Ltd.
Cash-Settled Total Return Swaps	(3)	10/08/2022	Series C Warrants	287,021	$60.45(2)	I(1)	By Luminus Energy Partners Master Fund, Ltd.
Cash-Settled Total Return Swaps	(3)	10/12/2029	Common Stock	13,330	$13.78	I(1)	By Luminus Energy Partners Master Fund, Ltd.

1. Name and Address of Reporting Person* LUMINUS MANAGEMENT LLC (Last) (First) (Middle) 1700 BROADWAY 26TH FLOOR (Street) NEW YORK NY 10019 (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* Luminus Energy Partners Master Fund, Ltd. (Last) (First) (Middle) 1700 BROADWAY 26TH FLOOR (Street) NEW YORK NY 10019 (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* Barrett Jonathan Dan (Last) (First) (Middle) 1700 BROADWAY 26TH FLOOR (Street) NEW YORK NY 10019 (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. Shares reported herein are held by Luminus Energy Partners Master Fund, Ltd. for which Luminus Management, LLC serves as the investment manager. Jonathan Barrett is the ultimate beneficial owner of Luminus Management, LLC. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest therein.

2. Represents the initial exercise price of each series of Warrants. The initial exercise price of each series of Warrants will increase on a monthly basis by the Monthly Compounding Factor (as defined in the Warrant Agreement), whereby the exercise price of each series of Warrants will be increased each month at an annualized rate of 6.75%, compounding monthly. The Monthly Compounding Factor may be adjusted for dividends or distributions (other than for dividends or distributions in the form of new Common Stock). The exercise price of each series of Warrants may be adjusted further, as described in the Warrant Agreement.

3. Luminus Energy Partners Master Fund, Ltd. has entered into certain cash-settled total return swap agreements with several unaffiliated third party financial institutions as the respective counterparties, which provide economic exposure to an aggregate of 144,621 notional shares of Common Stock, 178,584 Series A Warrants, 223,238 Series B Warrants and 287,021 Series C Warrants. The Swap Agreements provide the Master Fund with economic results that are comparable to the economic results of ownership but do not provide it with the power to vote or direct the voting or dispose of or direct the disposition of the shares of Common Stock, Series A Warrants, Series B Warrants and Series C Warrants that are the subject of the Swap Agreements.

	Luminus Management LLC and Luminus Energy Partners Master Fund, Ltd., By: /s/ Jonathan Barrett	10/21/2019
	/s/ Jonathan Barrett, individually	10/21/2019
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.