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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
| 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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| WEXFORD CAPITAL LP 777 SOUTH FLAGLER DRIVE, SUITE 602 EAST WEST PALM BEACH, FL 33401 |
X | X | ||
| Wexford Catalyst Trading LTD C/O WEXFORD CAPITAL LP 777 SOUTH FLAGLER DRIVE, SUITE 602 EAST WEST PALM BEACH, FL 33401 |
X | X | ||
| Wexford Spectrum Trading LTD C/O WEXFORD CAPITAL LP 777 SOUTH FLAGLER DRIVE, SUITE 602 EAST WEST PALM BEACH, FL 33401 |
X | X | ||
| MEH SUB LLC C/O WEXFORD CAPITAL LP 777 SOUTH FLAGLER DRIVE, SUITE 602 EAST WEST PALM BEACH, FL 33401 |
X | X | ||
| Wexford GP LLC C/O WEXFORD CAPITAL LP 777 SOUTH FLAGLER DRIVE, SUITE 602 EAST WEST PALM BEACH, FL 44302 |
X | X | ||
| DAVIDSON CHARLES E C/O WEXFORD CAPITAL LP 777 SOUTH FLAGLER DRIVE, SUITE 602 EAST WEST PALM BEACH, FL 33401 |
X | X | ||
| JACOBS JOSEPH C/O WEXFORD CAPITAL LP 777 SOUTH FLAGLER DRIVE, SUITE 602 EAST WEST PALM BEACH, FL 33401 |
X | X | ||
| Wexford Capital LP, By: Wexford GP LLC, its general partner, By: Arthur Amron, Vice President and Assistant Secretary | 11/22/2019 | |
| **Signature of Reporting Person | Date | |
| Wexford Catalyst Trading Limited, By: Arthur Amron, Vice President and Assistant Secretary | 11/22/2019 | |
| **Signature of Reporting Person | Date | |
| Wexford Spectrum Trading Limited, By: Arthur Amron, Vice President and Assistant Secretary | 11/22/2019 | |
| **Signature of Reporting Person | Date | |
| MEH SUB LLC, By: Arthur Amron, Vice President and Assistant Secretary | 11/22/2019 | |
| **Signature of Reporting Person | Date | |
| Wexford GP LLC, By: Arthur Amron, Vice President and Assistant Secretary | 11/22/2019 | |
| **Signature of Reporting Person | Date | |
| Charles E. Davidson | 11/22/2019 | |
| **Signature of Reporting Person | Date | |
| Joseph M. Jacobs | 11/22/2019 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (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. |