0001520006-15-000050.txt : 20150504 0001520006-15-000050.hdr.sgml : 20150504 20150504195752 ACCESSION NUMBER: 0001520006-15-000050 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150428 FILED AS OF DATE: 20150504 DATE AS OF CHANGE: 20150504 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Matador Resources Co CENTRAL INDEX KEY: 0001520006 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 274662601 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5400 LBJ FREEWAY STREET 2: STE. 1500 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 972-371-5200 MAIL ADDRESS: STREET 1: 5400 LBJ FREEWAY STREET 2: STE. 1500 CITY: DALLAS STATE: TX ZIP: 75240 FORMER COMPANY: FORMER CONFORMED NAME: Matador Holdco, Inc. DATE OF NAME CHANGE: 20110505 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Yates George M CENTRAL INDEX KEY: 0001635948 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35410 FILM NUMBER: 15830080 MAIL ADDRESS: STREET 1: 5400 LBJ FREEWAY STREET 2: SUITE 1500 CITY: DALLAS STATE: TX ZIP: 75240 3 1 wf-form3_143078386204526.xml FORM 3 X0206 3 2015-04-28 0 0001520006 Matador Resources Co MTDR 0001635948 Yates George M 5400 LBJ FREEWAY SUITE 1500 DALLAS TX 75240 1 0 0 0 Common Stock 4800000 I Represents shares held by HEYCO Energy Group, Inc. Common Stock 2500 I Represents shares held by Spiral, Inc. Represents shares acquired as consideration in the merger (the "Merger") of Harvey E. Yates Company, a wholly-owned subsidiary of HEYCO Energy Group, Inc. ("HEYCO"), with and into a wholly-owned subsidiary of the Issuer. HEYCO acquired 3,300,000 shares of the Issuer's common stock and 150,000 shares of the Issuer's Series A Convertible Preferred Stock (the "Series A Preferred Shares") pursuant to the Merger. The Series A Preferred Shares converted into common stock on a ten to one basis on April 6, 2015. Includes 1,250,000 shares of common stock which are being held in an escrow account pursuant to the Merger. As Chairman and Chief Executive Officer of HEYCO, the reporting person will have ultimate voting and dispositive power with respect to all shares held by HEYCO. The reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of these shares. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. HEYCO is owned 51.167461% by Explorers Petroleum Corporation and 45.353507% by Spiral, Inc. The reporting person owns 51.002744% of Explorers Petroleum Corporation, and the reporting person's family owns 25% of Spiral, Inc. through a series of trusts of which the reporting person is the sole trustee. The reporting person's family owns 25% of Spiral, Inc., an entity owned through a series of trusts of which the reporting person is the sole trustee. /s/ George M. Yates, by Kyle A. Ellis as attorney-in-fact 2015-05-04 EX-24 2 section16powerofattorneyge.htm POWER OF ATTORNEY

SECTION 16
POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints each of Joseph Wm. Foran, David Lancaster, Craig Adams, Brian Willey and Kyle Ellis, signing singly, the undersigned's true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Matador Resources Company (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder;

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5 and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority, including without limitation the filing of a Form ID or any other documents necessary or appropriate to enable the undersigned to file the Forms 3, 4, or 5 electronically with the SEC; and

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 24th day of February, 2015.

                                 /s/ George M. Yates
                                George M. Yates