SEC FORM 4 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*
GULFPORT ENERGY CORP

(Last) (First) (Middle)
3001 QUAIL SPRINGS PARKWAY

(Street)
OKLAHOMA CITY OK 73134

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MAMMOTH ENERGY SERVICES, INC. [ TUSK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/29/2018
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 06/29/2018 S 1,235,600(1) D $38.01 9,948,522(2) D
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. These shares of common stock, par value $0.01 per share ("Common Stock") of Mammoth Energy Services, Inc. (the "Issuer"), were sold by Gulfport Energy Corporation ("Gulfport") to the underwriters in a secondary public offering of Common Stock (the "Offering") at a price of $38.01 per share, which offering closed on June 29, 2018.
2. Of these securities, 4,877 are unvested restricted stock units ("RSUs") that were granted under the Issuer's 2016 Equity Incentive Plan and were assigned to Gulfport by its director designee to the Issuer's board of directors under the terms of his employment with Gulfport. Such director designee previously reported the acquisition of the RSUs in his Form 4 filings and indicated that these were assigned to Gulfport. Of these 4,877 unvested RSUs, 2,222 will vest on October 19, 2018 and 2,655 will vest on the earlier of June 7, 2019 and the date of the Issuer's 2019 Annual Meeting of Stockholders. Each RSU represents a contingent right to receive one share of Common Stock of the Issuer.
Remarks:
/s/ Keri Crowell, Chief Financial Officer 07/03/2018
** 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).
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