Juniper Capital III GP, L.P. - Oct 6, 2021 Form 4 Insider Report for PENN VIRGINIA CORP (PVAC)

Role
10%+ Owner
Signature
/s/ Edward Geiser, Authorized Signatory of the Reporting Person
Stock symbol
PVAC
Transactions as of
Oct 6, 2021
Transactions value $
$0
Form type
4
Date filed
10/8/2021, 07:54 PM
Next filing
Jun 22, 2023

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PVAC Series A Preferred Stock Other -171K -100% 0 Oct 6, 2021 Class A Common Stock 171K See footnote F1, F2, F4, F5
transaction PVAC Class B Common Stock Other +17.1M 17.1M Oct 6, 2021 Class A Common Stock 17.1M See footnote F2, F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On January 15, 2021, JSTX Holdings LLC, a Delaware limited liability company ("JSTX"), was issued 171,428.57 shares of Series A Preferred Stock of the Issuer ("Series A Preferred Stock") and 17,142,857 Common Units ("Common Units") of PV Energy Holdings, L.P., a Delaware limited partnership and subsidiary of the Issuer (the "Partnership") pursuant to the Contribution Agreement dated November 2, 2020 (the "Contribution Agreement").
F2 On October 6, 2021, the Issuer renamed its common stock, par value $0.01, to Class A Common Stock, par value $0.01 per share (the "Class A Common Stock").
F3 On October 6, 2021, JSTX exchanged its 171,428.57 shares of Series A Preferred Stock for 17,142,857 shares of Class B Common Stock, par value $0.01 per share, of the Issuer (the "Class B Common Stock"), pursuant to the Contribution and Exchange Agreement, dated October 6, 2021. JSTX may elect to have each Common Unit, together with 1 share of Class B Common Stock, held by it, redeemed at any time for, at the Partnership's option, either (a) one share of Class A Common Stock or (b) a cash payment equal to the average of the volume-weighted closing price of one share of Class A Common Stock for the five trading days prior to the date JSTX delivers a notice of redemption for each Common Unit and each share of Class B Common Stock redeemed (subject to customary adjustments, including for stock splits, stock dividends and reclassifications).
F4 The Reporting Person is the sole general partner of each of Juniper Capital III, L.P., a Delaware limited partnership ("Fund III"), and Juniper Phoenix Partners, L.P., a Delaware limited partnership ("Phoenix"). JSTX is wholly owned by Fund III and Phoenix. The Reporting Person disclaims beneficial ownership in the securities except to the extent of its pecuniary interest therein.
F5 N/A.