0001437749-21-000313.txt : 20210106 0001437749-21-000313.hdr.sgml : 20210106 20210106211233 ACCESSION NUMBER: 0001437749-21-000313 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210104 FILED AS OF DATE: 20210106 DATE AS OF CHANGE: 20210106 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hollis Michael L. CENTRAL INDEX KEY: 0001559864 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39464 FILM NUMBER: 21512742 MAIL ADDRESS: STREET 1: 500 WEST TEXAS STREET 2: SUITE 1225 CITY: MIDLAND STATE: TX ZIP: 79701 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HighPeak Energy, Inc. CENTRAL INDEX KEY: 0001792849 STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381] IRS NUMBER: 843533602 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 421 W. 3RD STREET STREET 2: SUITE 1000 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: (817) 850-9200 MAIL ADDRESS: STREET 1: 421 W. 3RD STREET STREET 2: SUITE 1000 CITY: FORT WORTH STATE: TX ZIP: 76102 4 1 rdgdoc.xml FORM 4 X0306 4 2021-01-04 0001792849 HighPeak Energy, Inc. HPK 0001559864 Hollis Michael L. 421 W. 3RD STREET, SUITE 1000 FORT WORTH TX 76102 1 1 President Common Stock, par value $0.0001 per share 2021-01-04 4 M 0 35000 10 A 61802 D Common Stock, par value $0.0001 per share 2021-01-04 4 S 0 35000 16.20 D 26802 D Common Stock, par value $0.0001 per share 2021-01-04 4 S 0 5000 16.46 D 21802 D Common Stock, par value $0.0001 100 I See Footnote Common Stock, par value $0.0001 100 I See Footnote Nonqualified Stock Option (right to buy) 10 2021-01-04 4 M 0 35000 0 D 2030-08-23 Common Stock, par value $0.0001 per share 35000 1215000 D Warrants 11.50 2021-01-04 4 S 0 5000 4.77 D 2020-09-20 2025-08-21 Common Stock, par value $0.0001 per share 5000 33768 D Warrants 11.5000 2020-09-20 2025-08-21 Common Stock, par value $0.0001 per share 0 100 I See Footnote Warrants 11.5000 2020-09-20 2025-08-21 Common Stock, par value $0.0001 per share 0 100 I See Footnote The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.82 to $16.36, inclusive. The Reporting Person undertakes to provide to HighPeak Energy, Inc. (the "Issuer"), any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares of common stock, par value $0.001 per share of the Issuer ("common stock") sold at each separate price within the ranges set forth in this footnote (1). The Reporting Person's sale of common stock of the Issuer reported herein was matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended, to the extent of 3,386 shares of common stock, with the Reporting Person's purchase of 3,386 warrants of the Issuer (the "HPK warrants") at a price of $1.24 per share on August 31, 2020. The Reporting Person has agreed to pay the Issuer, upon settlement of the sale, $12,731.36, representing the full amount of the profit realized in connection with the short-swing transaction, less transaction costs. Represents shares of common stock of the Issuer issued to the Reporting Person's son in exchange for Class A common stock, par value $0.0001 per share ("Class A Common Stock") of Pure Acquisition Corp. ("Pure") in connection with the closing of business combination transaction (the "Transaction") between Pure and the Issuer on August 21, 2020. The Reporting Person was granted options pursuant to Rule 16b-3 to purchase a total of 1,250,000 shares on August 24, 2020 (the "date of grant"), vesting in three equal installments: one-third on the date of grant, one-third on the first anniversary of the date of grant, and one-third on the second anniversary of the date of grant. The Reporting Person's sale of HPK warrants reported herein was matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended, to the extent of 5,000 shares of common stock, with the following transactions: (i) the Reporting Person's purchase of 188 HPK Warrants at a price of $1.06 per share on August 28, 2020, (ii) the Reporting Person's purchase of 962 HPK warrants at a price of $1.24 per share on August 31, 2020, (iii) the Reporting Person's purchase of 100 HPK Warrants at a price of $1.13 per share on August 31, 2020, and (iv) the Reporting Person's purchase of 3,750 HPK warrants at a weighted average price of $1.18 per share on September 1, 2020. The Reporting Person has agreed to pay the Issuer, upon settlement of the sale, $17,942.84, representing the full amount of the profit realized in connection with the short-swing transaction, less transaction costs. Represents HPK warrants to purchase common stock of the Issuer issued to the Reporting Person's son in exchange for Class A Common Stock in connection with the Transaction. /s/ Steven W. Tholen as Attorney in Fact for Michael L. Hollis 2021-01-06