05/19/2026 | Press release | Distributed by Public on 05/19/2026 16:37
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT 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) | ||
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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 | ||||||||
| EagleRock Land Operating, LLC units | (1)(2) | 05/15/2026 | A | 8,770,275 | (1)(2) | (1)(2) | Class A shares | 8,770,275 | $ 0 | 8,770,275 | D | ||||
| EagleRock Land Operating, LLC units | (1)(2) | 05/15/2026 | A | 743,745 | (1)(2) | (1)(2) | Class A shares | 743,745 | $ 0 | 743,745 | I | See Footnote(4) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Coats Richard Harlan C/O EAGLEROCK LAND, LLC 9655 KATY FREEWAY, SUITE 375 HOUSTON, TX 77024 |
X | |||
| /s/ Robert W. Hunt Jr., Attorney-In-Fact | 05/19/2026 | |
| **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) | Each Class B share representing limited liability company interests (the "Class B shares") of EagleRock Land, LLC (the "Issuer") has no economic rights but entitles its holder to one vote on all matters to be voted on by the shareholders of the Issuer generally. At the request of a holder, each membership interest ("OpCo Unit") in EagleRock Land Operating, LLC ("OpCo") may be redeemed (along with the cancellation of a corresponding Class B share) for, subject to certain restrictions in the amended and restated company agreement of OpCo (the "OpCo LLCA"), newly issued Class A shares representing limited liability company interests of the Issuer on a one-for-one basis or for a cash payment to be determined pursuant to the OpCo LLCA for each OpCo Unit redeemed. The OpCo Units do not expire. |
| (2) | (continued from footnote 1) The Class B shares and OpCo Units issued to the Reporting Person were issued in connection with the Issuer's initial public offering and the corporate reorganization described in the Issuer's prospectus dated May 13, 2026. |
| (3) | Includes 743,745 Class B shares which are held by Cactus Energy, Inc., of which the Reporting Person is the president and sole director. The Reporting Person disclaims beneficial ownership of Class B shares in excess of his pecuniary interest therein, if any. |
| (4) | Includes 743,745 OpCo Units which are held by Cactus Energy, Inc., of which the Reporting Person is the president and sole director. The Reporting Person disclaims beneficial ownership of OpCo Units in excess of his pecuniary interest therein, if any. |