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*
WEXFORD CAPITAL LP

(Last) (First) (Middle)
777 SOUTH FLAGLER DRIVE, SUITE 602 EAST

(Street)
WEST PALM BEACH FL 33401

(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)
11/20/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 11/20/2019 P 16,692(1) A $1.3281(2) 22,045,273(3) I(4)(5) See footnotes(1)
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
1. Name and Address of Reporting Person*
WEXFORD CAPITAL LP

(Last) (First) (Middle)
777 SOUTH FLAGLER DRIVE, SUITE 602 EAST

(Street)
WEST PALM BEACH FL 33401

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Wexford Catalyst Trading LTD

(Last) (First) (Middle)
C/O WEXFORD CAPITAL LP
777 SOUTH FLAGLER DRIVE, SUITE 602 EAST

(Street)
WEST PALM BEACH FL 33401

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Wexford Spectrum Trading LTD

(Last) (First) (Middle)
C/O WEXFORD CAPITAL LP
777 SOUTH FLAGLER DRIVE, SUITE 602 EAST

(Street)
WEST PALM BEACH FL 33401

(City) (State) (Zip)
1. Name and Address of Reporting Person*
MEH SUB LLC

(Last) (First) (Middle)
C/O WEXFORD CAPITAL LP
777 SOUTH FLAGLER DRIVE, SUITE 602 EAST

(Street)
WEST PALM BEACH FL 33401

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Wexford GP LLC

(Last) (First) (Middle)
C/O WEXFORD CAPITAL LP
777 SOUTH FLAGLER DRIVE, SUITE 602 EAST

(Street)
WEST PALM BEACH FL 44302

(City) (State) (Zip)
1. Name and Address of Reporting Person*
DAVIDSON CHARLES E

(Last) (First) (Middle)
C/O WEXFORD CAPITAL LP
777 SOUTH FLAGLER DRIVE, SUITE 602 EAST

(Street)
WEST PALM BEACH FL 33401

(City) (State) (Zip)
1. Name and Address of Reporting Person*
JACOBS JOSEPH

(Last) (First) (Middle)
C/O WEXFORD CAPITAL LP
777 SOUTH FLAGLER DRIVE, SUITE 602 EAST

(Street)
WEST PALM BEACH FL 33401

(City) (State) (Zip)
Explanation of Responses:
1. Represents the common stock of the Issuer acquired by Wexford Catalyst Trading Limited ("WCT").
2. Represents a weighted average price. These shares of common stock were purchased in multiple transactions at prices ranging from $1.3058 to $1.3494, inclusive. The Reporting Persons, as defined below, undertake to provide to 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 purchased at each separate price within the range set forth herein.
3. Represents the common stock of the Issuer held in the aggregate by Wexford Spectrum Trading Limited ("WST"), WCT, MEH SUB LLC ("MEH", and together with WST and WCT, the "Wexford Entities") and Wexford Capital LP ("Wexford Capital").
4. Wexford Capital may, by reason of its status as (i) sub-advisor of each of WST and WCT and (ii) manager of MEH, be deemed to own beneficially the securities of which the Wexford Entities possess beneficial ownership. Wexford GP LLC ("Wexford GP") may, as the General Partner of Wexford Capital, be deemed to own beneficially the securities of which the Wexford Entities possess beneficial ownership. Each of Charles E. Davidson ("Davidson") and Joseph M. Jacobs ("Jacobs", and together with the Wexford Entities, Wexford Capital, Wexford GP and Davidson, the "Reporting Persons") may, by reason of his status as a controlling person of Wexford GP, be deemed to own beneficially the securities of which the Wexford Entities possess beneficial ownership.
5. Each of Wexford Capital, Wexford GP, Davidson and Jacobs share the power to vote and to dispose of the securities beneficially owned by the Wexford Entities. Each of Wexford Capital, Wexford GP, Davidson and Jacobs disclaim beneficial ownership of the securities owned by the Wexford Entities and this report shall not be deemed as an admission that they are the beneficial owners of such securities, except to the extent of any pecuniary interests therein. The Reporting Persons may be deemed to be directors by deputization by virtue of Marc McCarthy and Arthur Amron, each an employee of Wexford Capital, serving as directors of the Issuer.
Wexford Capital LP, By: Wexford GP LLC, its general partner, By: Arthur Amron, Vice President and Assistant Secretary 11/22/2019
Wexford Catalyst Trading Limited, By: Arthur Amron, Vice President and Assistant Secretary 11/22/2019
Wexford Spectrum Trading Limited, By: Arthur Amron, Vice President and Assistant Secretary 11/22/2019
MEH SUB LLC, By: Arthur Amron, Vice President and Assistant Secretary 11/22/2019
Wexford GP LLC, By: Arthur Amron, Vice President and Assistant Secretary 11/22/2019
Charles E. Davidson 11/22/2019
Joseph M. Jacobs 11/22/2019
** 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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