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*
JOHNSRUD MARK D

(Last) (First) (Middle)
C/O NUVERRA ENVIRONMENTAL SOLUTIONS, INC
14624 N. SCOTTSDALE RD., SUITE 300

(Street)
SCOTTSDALE AZ 85254

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Nuverra Environmental Solutions, Inc. [ NONE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) X Other (specify below)
SEE REMARKS / SEE REMARKS
3. Date of Earliest Transaction (Month/Day/Year)
08/07/2017
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
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 08/07/2017 J(1)(2) 29,947,234 D $0.00(1)(2) 0 D
Common Stock 08/07/2017 J(1)(2) 1,305 D $0.00(1)(2) 0 I 401(k)
Common Stock 08/07/2017 J(1)(2) 655,000 D $0.00(1)(2) 0 I By JPJ LP(3)
Common Stock 08/07/2017 J(1)(2) 98,234,375 D $0.00(1)(2) 0 I By Badlands Development II, LLC(4)
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
Explanation of Responses:
1. On May 1, 2017, the Issuer and its material subsidiaries filed voluntary petitions under chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court") to pursue prepackaged plans of reorganization (together and as amended, the "Plan"). On July 25, 2017, the Bankruptcy Court entered an order confirming the Plan and, on August 7, 2017 (the "Effective Date"), the Plan became effective pursuant to its terms and the Company and its material subsidiaries emerged from the chapter 11 cases.
2. (Continued from footnote 1) On the Effective Date, pursuant to the Plan, (i) all outstanding shares of the Issuer's pre-Effective Date common stock and all other previously issued and outstanding existing equity interests in the Issuer, and any rights of any holder in respect thereof, were cancelled and discharged and (ii) all agreements, instruments, and other documents evidencing, related to or in connection with the pre-Effective Date common stock and all other previously issued and outstanding existing equity interests in the Issuer were cancelled and discharged.
3. These securities were owned directly by JPJ LP, and may also have been deemed to be beneficially owned by Mark D. Johnsrud, who controls the entity.
4. These securities were owned directly by Badlands Development II, LLC, and may also have been deemed to be beneficially owned by Mark D. Johnsrud, who owns 100% of the units and acts as its sole managing member.
Remarks:
The Reporting Person is Chairman of the Board and Chief Executive Officer, and a former 10% owner.
/s/ Joseph M. Crabb, attorney-in-fact 08/09/2017
** 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).
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.