Keith E. Forbes - 05 Nov 2020 Form 3/A - Amendment Insider Report for HighPeak Energy, Inc. (HPK)

Role
Vice President and Controller
Signature
/s/ Steven W. Tholen as Attorney in Fact for Keith E. Forbes
Issuer symbol
HPK
Transactions as of
05 Nov 2020
Net transactions value
$0
Form type
3/A - Amendment
Filing time
18 Apr 2022, 19:37:06 UTC
Date Of Original Report
09 Nov 2020
Next filing
08 Nov 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding HPK Common Stock, par value $0.0001 per share 250 05 Nov 2020 See Footnote F1, F2

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
holding HPK Warrants 05 Nov 2020 Common Stock, par value $0.0001 per share 250 $11.50 See Footnote F1, F3
holding HPK Contingent Value Rights 05 Nov 2020 Common Stock, par value $0.0001 per share 531 See Footnote F1, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These securities, which are held by the Reporting Person's wife, were inadvertently omitted from the original Form 3 filed by the Reporting Person on November 9, 2020 (the "Original Form 3"). This Form 3/A is deemed to amend the beneficial ownership total reported, as applicable, in any Form 4 filed by the Reporting Person subsequent to the filing of the Original Form 3.
F2 Represents shares of common stock, par value $0.0001 per share ("Common Stock") of HighPeak Energy, Inc., a Delaware corporation (the "Issuer") received by the Reporting Person's wife in exchange for an equivalent number of shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock") of Pure Acquisition Corp., a Delaware corporation ("Pure") in connection with the closing of a business combination transaction (the "Transaction") between the Issuer and Pure on August 21, 2020.
F3 Represents warrants to purchase Common Stock of the Issuer issued to the Reporting Person's wife in exchange for Class A Common Stock in connection with the Transaction.
F4 Pursuant to the Contingent Value Rights Agreement, dated August 21, 2020 (the "CVR Agreement"), by and among (i) the Issuer, (ii) HighPeak Energy, LP, (iii) HighPeak Energy II, LP, (iv) HighPeak Pure Acquisition, LLC and (v) Continental Stock Transfer & Trust Company, as rights agent, entered into in connection with the Transaction, each contingent value right ("CVR") entitles Qualifying CVR Holders (as defined in the CVR Agreement) to receive, in certain circumstances, additional shares of Common Stock (or, in limited circumstances, such other form as is provided for in the CVR Agreement), if necessary, to satisfy a 10% preferred simple annual return (based on a $10.00 per share price at the closing of the Transaction), subject to a floor downside per-share price of $4.00, for certain qualifying holders as of the CVR Maturity Date (as defined in the CVR Agreement).
F5 Represents CVRs issued to the Reporting Person's wife in exchange for Class A Common Stock in connection with the Transaction.