0001214659-24-003214.txt : 20240221 0001214659-24-003214.hdr.sgml : 20240221 20240221121613 ACCESSION NUMBER: 0001214659-24-003214 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240216 FILED AS OF DATE: 20240221 DATE AS OF CHANGE: 20240221 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LIU JOHN D CENTRAL INDEX KEY: 0001288449 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39795 FILM NUMBER: 24657631 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Richmond Hill Investments, LLC CENTRAL INDEX KEY: 0001455952 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39795 FILM NUMBER: 24657636 BUSINESS ADDRESS: STREET 1: 381 PARK AVENUE SOUTH STREET 2: SUITE 1101 CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 212-989-2700 MAIL ADDRESS: STREET 1: 381 PARK AVENUE SOUTH STREET 2: SUITE 1101 CITY: NEW YORK STATE: NY ZIP: 10016 FORMER NAME: FORMER CONFORMED NAME: Essex Equity Capital Management, LLC DATE OF NAME CHANGE: 20090210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Richmond Hill Capital Management, LLC CENTRAL INDEX KEY: 0001501573 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39795 FILM NUMBER: 24657634 BUSINESS ADDRESS: STREET 1: 381 PARK AVENUE SOUTH STREET 2: ROOM 1101 CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 212-989-2700 MAIL ADDRESS: STREET 1: 381 PARK AVENUE SOUTH STREET 2: ROOM 1101 CITY: NEW YORK STATE: NY ZIP: 10016 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ER Reservoir LLC CENTRAL INDEX KEY: 0001875478 ORGANIZATION NAME: FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39795 FILM NUMBER: 24657637 BUSINESS ADDRESS: STREET 1: C/O RICHMOND HILL INVESTMENTS STREET 2: 381 PARK AVENUE SOUTH SUITE 1101 CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 646-833-3259 MAIL ADDRESS: STREET 1: C/O RICHMOND HILL INVESTMENTS STREET 2: 381 PARK AVENUE SOUTH SUITE 1101 CITY: NEW YORK STATE: NY ZIP: 10016 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Taylor Ryan P. CENTRAL INDEX KEY: 0001501578 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39795 FILM NUMBER: 24657632 MAIL ADDRESS: STREET 1: 381 PARK AVENUE SOUTH STREET 2: ROOM 1101 CITY: NEW YORK STATE: NY ZIP: 10016 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ESSEX EQUITY HOLDINGS, LLC CENTRAL INDEX KEY: 0001667008 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39795 FILM NUMBER: 24657633 BUSINESS ADDRESS: STREET 1: 381 PARK AVENUE SOUTH STREET 2: ROOM 1101 CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 212-989-2700 MAIL ADDRESS: STREET 1: 381 PARK AVENUE SOUTH STREET 2: ROOM 1101 CITY: NEW YORK STATE: NY ZIP: 10016 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Richmond Hill Investment Co., LP CENTRAL INDEX KEY: 0001501577 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39795 FILM NUMBER: 24657635 BUSINESS ADDRESS: STREET 1: 381 PARK AVENUE SOUTH STREET 2: SUITE 1101 CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 646.833.3258 MAIL ADDRESS: STREET 1: 381 PARK AVENUE SOUTH STREET 2: SUITE 1101 CITY: NEW YORK STATE: NY ZIP: 10016 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Reservoir Media, Inc. CENTRAL INDEX KEY: 0001824403 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 000000000 FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 200 VARICK STREET, SUITE 801A CITY: NEW YORK STATE: NY ZIP: 10014 BUSINESS PHONE: 212-675-0541 MAIL ADDRESS: STREET 1: 200 VARICK STREET, SUITE 801A CITY: NEW YORK STATE: NY ZIP: 10014 FORMER COMPANY: FORMER CONFORMED NAME: Roth CH Acquisition II Co DATE OF NAME CHANGE: 20200911 4 1 marketforms-64795.xml PRIMARY DOCUMENT X0508 4 2024-02-16 0001824403 Reservoir Media, Inc. RSVR 0001875478 ER Reservoir LLC C/O RICHMOND HILL INVESTMENT CO., LP 381 PARK AVENUE SOUTH, SUITE 1101 NEW YORK NY 10016 false false true false 0001455952 Richmond Hill Investments, LLC C/O RICHMOND HILL INVESTMENT CO., LP 381 PARK AVENUE SOUTH, SUITE 1101 NEW YORK NY 10016 false false false true May be deemed a 10% owner 0001501577 Richmond Hill Investment Co., LP 381 PARK AVENUE SOUTH, SUITE 1101 NEW YORK NY 10016 false false false true May be deemed a 10% owner 0001501573 Richmond Hill Capital Management, LLC C/O RICHMOND HILL INVESTMENT CO., LP 381 PARK AVENUE SOUTH, SUITE 1101 NEW YORK NY 10016 false false false true May be deemed a 10% owner 0001667008 ESSEX EQUITY HOLDINGS, LLC C/O RICHMOND HILL INVESTMENT CO., LP 381 PARK AVENUE SOUTH, SUITE 1101 NEW YORK NY 10016 false false false true May be deemed a 10% owner 0001501578 Taylor Ryan P. C/O RICHMOND HILL INVESTMENT CO., LP 381 PARK AVENUE SOUTH, SUITE 1101 NEW YORK NY 10016 false false false true May be deemed a 10% owner 0001288449 LIU JOHN D C/O RICHMOND HILL INVESTMENT CO., LP 381 PARK AVENUE SOUTH, SUITE 1101 NEW YORK NY 10016 false false false true May be deemed a 10% owner 0 Common stock, $0.0001 par value 2024-02-16 4 A false 718 6.96 A 18202 I See Footnote Common stock, $0.0001 par value 13620418 D The Shares being reported represent Deferred Stock Units ("DSUs") awarded under the Reservoir Media, Inc. 2021 Omnibus Incentive Plan (the "Plan") to Ryan P. Taylor. Each DSU is the economic equivalent of one share of common stock, $0.0001 par value per share (the "Common Stock"), of Reservoir Media, Inc. (the "Issuer"). The DSUs were issued in connection with Mr. Taylor's quarterly compensation for service as a non-employee director. Mr. Taylor elected to receive payment of his quarterly compensation in DSUs in lieu of cash. The DSUs will be settled in shares of Common Stock on July 29, 2024 (the "Settlement Date"). The number of DSUs received was calculated based on $6.96, which was the closing price of the Issuer's Common Stock on the date of grant. Amount of securities beneficially owned following the reported transactions includes 14,953 shares of Common Stock underlying Restricted Stock Units ("RSUs") and 3,249 shares of Common Stock underlying DSUs awarded to Mr. Taylor for service as a non-employee director of the Issuer. Due to his position as the manager of the general partner of a manager of ER Reservoir LLC (the "Fund"), Mr. Taylor has directed the Issuer to transfer shares issued upon settlement of the RSUs and DSUs into the account of the Fund on the applicable Settlement Date. Mr. Taylor disclaims beneficial ownership of the underlying shares except to the extent of his pecuniary interest therein. The Reporting Persons listed on this Form 4 may be deemed members of a group holding equity securities of the Issuer. The filing of this Form 4 shall not be deemed to be an admission that the Reporting Persons are members of such group. The amount of securities shown in this row is owned directly by the Fund. As a manager of the Fund, Richmond Hill Investments, LLC (the "RHI Manager") may be deemed to be a beneficial owner of 9,874,803 of the Issuer's securities held by the Fund. As a manager of the Fund, Richmond Hill Investment Co., LP (the "RHIC Manager") may be deemed to be a beneficial owner of 3,745,615 of the Issuer's securities held by the Fund. As the general partner of the RHIC Manager, Richmond Hill Capital Management, LLC (the "General Partner") may be deemed to be a beneficial owner of 3,745,615 of the Issuer's securities held by the Fund. As the manager of the RHI Manager, Essex Equity Holdings, LLC (the "EEH Manager") may be deemed to be a beneficial owner of 9,874,803 of the Issuer's securities held by the Fund. (continued in footnote 6) (Continued from footnote 5) As the manager of the EEH Manager, John D. Liu may be deemed to be a beneficial owner of 9,874,803 of the Issuer's securities held by the Fund. As the manager of the General Partner, Ryan P. Taylor may be deemed to be a beneficial owner of 3,745,615 of the Issuer's securities held by the Fund. The amount of securities shown in this row also reflects a transfer of 27,625 shares of Common Stock received upon the settlement of RSUs and DSUs that Mr. Taylor directed to be transferred to the account of ER Reservoir LLC due to his position as the manager of the general partner of a manager of the Fund. Each of the RHI Manager, the RHIC Manager, the General Partner, the EEH Manager, Mr. Liu and Mr. Taylor disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Section 16 of the Exchange Act or otherwise, except to the extent of its or his respective pecuniary interest therein. The Reporting Persons listed on this Form 4 may be deemed members of a group with Essex Equity Joint Investment Vehicle, LLC and certain of its affiliates (collectively, the "Essex Entities") and Richmond Hill Capital Partners, LP and certain of its affiliates (collectively, the "RHCP Entities"), which have each previously filed a Form 3 and Form 4's with respect to equity securities of the Issuer. The filing of this Form 4 shall not be deemed to be an admission that the Reporting Persons are members of such a group with any of the Essex Entities or the RHCP Entities and the Reporting Persons disclaim beneficial ownership of any securities beneficially owned by the Essex Entities and the RHCP Entities, except to the extent of their pecuniary interests therein. ER Reservoir LLC By: /s/ Ryan P. Taylor, Managing Director 2024-02-20 Richmond Hill Investments LLC By: /s/ John D. Liu, Manager of Essex Equity Holdings, LLC, Manager of Richmond Hill Investments, LLC 2024-02-20 Richmond Hill Investment Co., LP By: /s/ Ryan P. Taylor, Manager of Richmond Hill Capital Management, LLC, Manager of Richmond Hill Investment Co., LP. 2024-02-20 Richmond Hill Capital Management, LLC By: /s/ Ryan P. Taylor, Manager 2024-02-20 Essex Equity Holdings, LLC By: /s/ John D. Liu, Manager 2024-02-20 /s/ Ryan P. Taylor 2024-02-20 /s/ John D. Liu 2024-02-20