0001104659-22-097989.txt : 20220906 0001104659-22-097989.hdr.sgml : 20220906 20220906210808 ACCESSION NUMBER: 0001104659-22-097989 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220901 FILED AS OF DATE: 20220906 DATE AS OF CHANGE: 20220906 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NGP XI US Holdings, L.P. CENTRAL INDEX KEY: 0001691879 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37697 FILM NUMBER: 221229745 BUSINESS ADDRESS: STREET 1: 2850 N HARWOOD STREET STREET 2: 19TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: (972) 432-1440 MAIL ADDRESS: STREET 1: 2850 N HARWOOD STREET STREET 2: 19TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NGP Pearl Holdings II, LLC CENTRAL INDEX KEY: 0001944741 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37697 FILM NUMBER: 221229744 BUSINESS ADDRESS: STREET 1: 2850 N. HARWOOD STREET STREET 2: 19TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 972-432-1440 MAIL ADDRESS: STREET 1: 2850 N. HARWOOD STREET STREET 2: 19TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 FORMER NAME: FORMER CONFORMED NAME: NGP Pearl Holdings, LLC DATE OF NAME CHANGE: 20220830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Luxe Energy, LLC CENTRAL INDEX KEY: 0001944739 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37697 FILM NUMBER: 221229743 BUSINESS ADDRESS: STREET 1: 2850 N. HARWOOD STREET STREET 2: 19TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 972-432-1440 MAIL ADDRESS: STREET 1: 2850 N. HARWOOD STREET STREET 2: 19TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Permian Resources Corp CENTRAL INDEX KEY: 0001658566 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 475381253 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1001 SEVENTEENTH STREET STREET 2: SUITE 1800 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 720-499-1400 MAIL ADDRESS: STREET 1: 1001 SEVENTEENTH STREET STREET 2: SUITE 1800 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: Centennial Resource Development, Inc. DATE OF NAME CHANGE: 20161019 FORMER COMPANY: FORMER CONFORMED NAME: Silver Run Acquisition Corp DATE OF NAME CHANGE: 20151117 4 1 tm2225173-3_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2022-09-01 0 0001658566 Permian Resources Corp PR 0001691879 NGP XI US Holdings, L.P. C/O NGP ENERGY CAPITAL MANAGEMENT, LLC 2850 N. HARWOOD ST. SUITE 1900 DALLAS TX 75201 0 0 1 0 0001944741 NGP Pearl Holdings II, LLC 2850 N. HARWOOD ST. SUITE 1900 DALLAS TX 75201 0 0 1 0 0001944739 Luxe Energy, LLC 2850 N. HARWOOD ST. SUITE 1900 DALLAS TX 75201 0 0 1 0 Common Units 2022-09-01 4 A 0 30943756 A Class A Common Stock 30943756 30943756 D Common Units 2022-09-01 4 A 0 15446695 A Class A Common Stock 15446695 15446695 D Common Units 2022-09-01 4 A 0 73058850 A Class A Common Stock 73058850 73058850 D The securities were acquired in connection with the business combination of Centennial Resource Development, Inc. a Delaware corporation ("Centennial") and Colgate Energy Partners III, LLC ("Colgate") pursuant to that certain Business Combination Agreement, dated as of May 19, 2022 (the "Business Combination Agreement"), by and among Centennial, Centennial Resource Production, LLC, a Delaware limited liability company ("CRP"), Colgate, and, solely for purposes of the specified provisions therein, Colgate Energy Partners III MidCo, LLC, a Delaware limited liability company, pursuant to which CRP merged with and into Colgate (the "Merger"), with CRP surviving the Merger and continuing as a subsidiary of Centennial. Upon consummation of the Merger, Centennial was renamed Permian Resources Corporation (the "Company") and CRP was renamed Permian Resources Operating, LLC ("PRC"). At the request of the reporting person, each Common Unit of PRC and a corresponding share of Class C common stock of the Company may be redeemed for newly-issued shares of Class A common stock of the Company on a one-for-one basis. The Common Units do not expire. 30,943,756 Common Units of PRC and corresponding shares of Class C common stock of the Company are held by NGP XI US Holdings, L.P. NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve on the Executive Committee of NGP Energy Capital Management, L.L.C. 15,446,695 Common Units of PRC and corresponding shares of Class C common stock of the Company are held by NGP Pearl Holdings II, LLC. NGP XII US Holdings, L.P. controls NGP Pearl Holdings II, LLC. NGP XII Holdings GP, L.L.C. is the sole general partner of NGP XII US Holdings, L.P., and NGP Natural Resources XII, L.P. is the sole member of NGP XII Holdings GP, L.L.C. G.F.W. Energy XII, L.P. is the sole general partner of NGP Natural Resources XII, L.P., and GFW XII, L.L.C. is the sole general partner of G.F.W. Energy XII, L.P. GFW XII, L.L.C. has delegated full power and authority to manage NGP XII US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve on the Executive Committee of NGP Energy Capital Management, L.L.C. 73,058,850 Common Units of PRC and corresponding shares of Class C common stock of the Company are held by Luxe Energy, LLC. NGP XI US Holdings, LP controls Luxe Energy, LLC. NGP XI Holdings GP, L.L.C. is the sole general partner of NGP XI US Holdings, L.P., and NGP Natural Resources XI, L.P. is the sole member of NGP XI Holdings GP, L.L.C. G.F.W. Energy XI, L.P. is the sole general partner of NGP Natural Resources XI, L.P., and GFW XI, L.L.C. is the sole general partner of G.F.W. Energy XI, L.P. GFW XI, L.L.C. has delegated full power and authority to manage NGP XI US Holdings, L.P. to NGP Energy Capital Management, L.L.C. Chris Carter, Craig Glick and Jill Lampert serve on the Executive Committee of NGP Energy Capital Management, L.L.C. The respective controlling entities of the reporting persons may be deemed to beneficially own all of the Common Units and the corresponding shares of Class C common stock of the Company held by such reporting persons. Such persons disclaim beneficial ownership of the Common Units reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Units covered by this Form 4. /s/ Craig Glick, Attorney-in-fact for NGP XI US Holdings, L.P. 2022-09-06 /s/ Craig Glick, Attorney-in-fact for NGP Pearl Holdings II, LLC 2022-09-06 /s/ Ryley Hegarty, Attorney-in-fact for Luxe Energy, LLC 2022-09-06