Key facts
- This page summarizes Wilks Brothers, LLC's Form 4 filing for DAWSON GEOPHYSICAL CO (DWSN).
- 2 reported transactions and 1 derivative row are listed below.
- Accepted by SEC: 30 Oct 2023, 17:22.
Wilks Brothers, LLC - 13 Sep 2023 Form 4 Insider Report for DAWSON GEOPHYSICAL CO (DWSN)
- Reporting relationship
- Director, 10%+ Owner
- Issuer ticker
- DWSN
- Reported as of
- 13 Sep 2023
- Net transaction value
- +$9,880,000
- SEC form
- 4
- Accepted by SEC
- 30 Oct 2023, 17:22:21 UTC
- Prior SEC filing
- 30 Jun 2023
- Source filing
- View source filing
- Reporting owner signature
- /s/ Javier Rocha, Attorney-in-Fact
Source evidence
Original filing metadata and source links for verification.
4 source fields
Reporting owner
1 detail
Key filing fact
Wilks Brothers, LLC filed Form 4 for DAWSON GEOPHYSICAL CO (DWSN) on 30 Oct 2023.
Change
- Previous filing in this sequence was filed on 30 Jun 2023.
- Current net transaction value: +$9,880,000.
Research use
- This tells you what this filing adds before you inspect full transaction and derivative tables.
- You can trace every row back to the original SEC filing document.
Evidence
Filed on Form 4
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
DWSN
transaction
Class A common stock, par value $0.01 per share
Conversion of derivative security
- Transaction value
- $9,880,000
- Shares
- +5,811,765
- Change %
- +31%
- Price
- $1.70
- Shares after
- 24,609,095
- Date
- 13 Sep 2023
- Ownership
- See Footnote
- Footnotes
- F1, F2, F3, F4
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
DWSN
transaction
Derivative
Convertible Note (convertible into Common Stock)
Conversion of derivative security
- Transaction value
- Shares
- -5,811,765
- Change %
- -19%
- Price
- Shares after
- 24,609,095
- Date
- 13 Sep 2023
- Ownership
- See Footnote
- Underlying class
- Class A common stock, par value $0.01 per share
- Underlying amount
- 5,811,765
- Exercise price
- $1.70
- Footnotes
- F1, F2, F3, F4
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Explanation of responses 4 footnotes
Footnote F1
On September 13, 2023, Dawson Geophysical Company ("Dawson") held a virtual special meeting of its stockholders. At the Special Meeting, Dawson's stockholders voted and approved the issuance of 5,811,765 shares of Common Stock of Issuer to Wilks Brothers, LLC ("Wilks Brothers") upon conversion of $9,880,000.50 in principal amount of the Convertible Note dated March 24, 2023 between Dawson and Wilks at a conversion price of $1.70 per share. Upon such approval, the Convertible Note automatically converted in full into the Conversion Shares upon such approval.
Footnote F2
Consists of (i) 9,111,736 directly owned by Wilks, (ii) 15,547,010 shares of the Issuer's Common Stock directly owned by WB Acquisitions, and (iii) 349 shares of the Issuer's Common Stock directly owned by Staci Wilks.
Footnote F3
Wilks Brothers is a manager-managed limited liability company, managed by Dan H. Wilks and Farris Wilks. WB Acquisitions, Inc. ("WB Acquisitions") is an affiliate of Wilks Brothers. Dan H. Wilks and Farris Wilks are brothers; Dan H. Wilks and Staci Wilks are husband and wife and share the same household; Matthew D. Wilks is the Director of the Issuer and VP - Investments of Wilks Brothers; and Sergei Krylov, is the Director of the Issuer and Chief Financial Officer of Wilks Brothers. Matthew D. Wilks and Sergei Krylov were each inadvertently excluded in prior filings and have been added as Reporting Persons. Each of the foregoing are reporting persons on a Schedule 13D/A (as amended from time to time, the "13D") filed with the SEC on June 29, 2023 (such Reporting Persons on the 13D, collectively, the "13D Group") and may be deemed to beneficially own the shares of the Issuer's Common Stock owned by other members of the 13D Group. (Continued in footnote 4)
Footnote F4
(Continued from footnote 3) Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.