0000899243-18-031793.txt : 20181227 0000899243-18-031793.hdr.sgml : 20181227 20181227144659 ACCESSION NUMBER: 0000899243-18-031793 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181224 FILED AS OF DATE: 20181227 DATE AS OF CHANGE: 20181227 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Goff MCEP II LP CENTRAL INDEX KEY: 0001725530 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35374 FILM NUMBER: 181254517 BUSINESS ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 8175093958 MAIL ADDRESS: STREET 1: 500 COMMERCE STREET STREET 2: SUITE 700 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOFF JOHN C CENTRAL INDEX KEY: 0001040463 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35374 FILM NUMBER: 181254518 MAIL ADDRESS: STREET 1: 500 COMMERCE STREET CITY: FORT WORTH STATE: TX ZIP: 76102 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Mid-Con Energy Partners, LP CENTRAL INDEX KEY: 0001527709 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 452842469 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2431 E. 61ST STREET STREET 2: SUITE 850 CITY: TULSA STATE: OK ZIP: 74136 BUSINESS PHONE: 918-743-7575 MAIL ADDRESS: STREET 1: 2431 E. 61ST STREET STREET 2: SUITE 850 CITY: TULSA STATE: OK ZIP: 74136 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2018-12-24 0 0001527709 Mid-Con Energy Partners, LP MCEP 0001040463 GOFF JOHN C 500 COMMERCE STREET FORT WORTH TX 76102 0 0 1 0 0001725530 Goff MCEP II LP 500 COMMERCE STREET FORT WORTH TX 76102 0 0 1 0 Common Units 2018-12-24 4 P 0 143000 0.666 A 143000 I See footnote Common Units 2018-12-24 4 P 0 35000 0.666 A 35000 I See footnote Common Units 2018-12-26 4 P 0 65000 0.7324 A 208000 I See footnote Common Units 2018-12-26 4 P 0 15000 0.7324 A 50000 I See footnote Class A Convertible Preferred Units 2017-02-11 Common Units Representing Limited Partner Interests 2697674 2697674 I See footnote Class A Convertible Preferred Units 2017-02-11 Common Units Representing Limited Partner Interests 1860465 1860465 I See footnotes Class A Convertible Preferred Units 2017-02-11 Common Units Representing Limited Partner Interests 232558 232558 I See footnote Class B Convertible Preferred Units 2018-07-31 Common Units Representing Limited Partner Interests 5098039 5098039 I See footnote Class B Convertible Preferred Units 2018-07-31 Common Units Representing Limited Partner Interests 784314 784314 I See footnotes Class B Convertible Preferred Units 2018-07-31 Common Units Representing Limited Partner Interests 784314 784314 I See footnote Class B Convertible Preferred Units 2018-07-31 Common Units Representing Limited Partner Interests 2614379 2614379 I See footnote These Common Units are directly held by the John C. Goff 2010 Family Trust (the Trust). John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the common units representing limited partner interests (Common Units) held by the Trust. These Common Units are directly held by Goff Family Investments, LP (Goff Investments). Goff Capital, Inc. (Goff Capital) is the general partner of Goff Investments and, as such, it may be deemed to beneficially own the Common Units held by Goff Investments. The Trust is the controlling shareholder of Goff Capital and, as such, it may be deemed to beneficially own the Common Units held by Goff Capital. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the securities held by the Trust. The Class A Convertible Preferred Units (Class A Preferred Units) are convertible into Common Units on a one-for-one basis and have no expiration date. The Class B Convertible Preferred Units (Class B Preferred Units) are convertible into Common Units on a one-for-one basis and have no expiration date. These Class A Preferred Units are held directly by Goff MCEP Holdings, LLC (Goff MCEP Holdings). Goff Capital is the manager of Goff MCEP Holdings, and, as such, it may be deemed to beneficially own the Class A Preferred Units held by Goff MCEP Holdings. The John C. Goff 2010 Family Trust (the Trust) is the controlling shareholder of Goff Capital, and, as such, it may be deemed to beneficially own the Class A Preferred Units held by Goff Capital. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class A Preferred Units held by the Trust. These Class A and Class B Preferred Units are held directly by Goff REN Holdings, LLC (Goff REN). GFS REN GP, LLC (GFS REN) is the managing member of Goff REN and, as such, it may be deemed to beneficially own the Class A and Class B Preferred Units held by Goff REN. GFS Management, LLC (GFS Management) is the managing member of GFS REN and, as such, it may be deemed to beneficially own the Class A and Class B Preferred Units held by GFS REN. Goff Focused Strategies LLC (GFS) is the managing member of GFS Management and, as such, (Continued from Footnote 6) it may be deemed to beneficially own the Class A and Class B Preferred Units held by GFS Management. GFT Strategies, LLC (GFT) is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Class A and Class B Preferred Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Class A and Class B Preferred Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class A and Class B Preferred Units held by the Trust. These Class A Preferred Units are held directly by the Goff Family Foundation (Family Foundation). John C. Goff is the sole board member of the Family Foundation and, as such, he may be deemed to beneficially own the Class A Preferred Units held by the Family Foundation. These Class B Preferred Units are held directly by Goff MCEP II, LP (Goff MCEP II). GFS MCEP GP, LLC (GFS MCEP) is the general partner of Goff MCEP II and, as such, it may be deemed to beneficially own the Class B Preferred Units held by Goff MCEP II. GFS Management is the managing member of GFS MCEP and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS MCEP. GFS is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS Management. GFT is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class B Preferred Units held by the Trust. These Class B Preferred Units are held directly by Goff REN Holdings II, LLC (Goff REN II). GFS REN is the managing member of Goff REN II and, as such, it may be deemed to beneficially own the Class B Preferred Units held by Goff REN II. GFS Management is the managing member of GFS REN and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS REN. GFS is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS Management. GFT is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class B Preferred Units held by the Trust. These Class B Preferred Units are held directly by Goff Focused Energy Strategies, LP (Goff Energy). GFS Energy GP, LLC (GFS Energy) is the general partner of Goff Energy and, as such, it may be deemed to beneficially own the Class B Preferred Units held by Goff Energy. GFS Management is the managing member of GFS Energy and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS Energy. GFS is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS Management. GFT is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class B Preferred Units held by the Trust. /s/ John C. Goff 2018-12-27 Goff MCEP II, LP, By: GFS MCEP GP, LLC, the general partner, By /s/ John C. Goff, Chief Executive Officer 2018-12-27