Excelerate Energy, Inc.
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(Name of Issuer)
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(Title of Class of Securities)
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30069T 101
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(CUSIP Number)
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George Kaiser Family Foundation
7030 South Yale Ave.
Tulsa, Oklahoma 74136
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
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April 27, 2022
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(Date of Event Which Requires Filing of this Statement)
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1
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NAMES OF REPORTING PERSONS
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George Kaiser Family Foundation
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Oklahoma
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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7,854,167
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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7,854,167
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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7,854,167
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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7.25%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO – not for profit
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1
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NAMES OF REPORTING PERSONS
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Frederic Dorwart
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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7,854,167
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9
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SOLE DISPOSITIVE POWER
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0
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||||
10
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SHARED DISPOSITIVE POWER
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||
7,854,167
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|||
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|
||||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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7,854,167
|
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|
|||
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|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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|
☐
|
||
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|
||||
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|
||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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7.25%
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||||
14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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1
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NAMES OF REPORTING PERSONS
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Phil Frohlich
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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||||
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||||
3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
|
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|||
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||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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|
☐
|
||
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|
||||
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||||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America
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||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
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|
0
|
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|||
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|
||||
8
|
SHARED VOTING POWER
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|
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||
7,854,167
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|
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|||
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|
||||
9
|
SOLE DISPOSITIVE POWER
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0
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
7,854,167
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
7,854,167
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
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|
||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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|
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7.25%
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|||
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|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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1
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NAMES OF REPORTING PERSONS
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Phil Lakin, Jr.
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
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||
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|||
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|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
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|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
||||
|
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
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United States of America
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
7,854,167
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
7,854,167
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
7,854,167
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
7.25%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IN
|
|
|
|||
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Item 1. |
Security and Issuer
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Item 2. |
Identity and Background
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• |
The Foundation’s principal business is as a 501(c)(3) Type I organization, supporting and controlled by the Tulsa Community Foundation.
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• |
The principal business address of Mr. Dorwart is 124 East Fourth Street,
Tulsa, Oklahoma, 74103. The principal occupation for Mr. Dorwart is as an attorney with Frederic Dorwart, Lawyers PLLC.
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• |
The principal business address of Mr. Frohlich is 1924 South Utica, Suite 1120, Tulsa, OK, 74104. The
principal occupation for Mr. Frohlich is as principal of Prescott Capital, an investment fund.
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• |
The principal business address of Mr. Lakin is 7030 South Yale Avenue, Tulsa,
Oklahoma 74136. The principal occupation for Mr. Lakin is as the Chief Executive Officer of the Tulsa Community Foundation.
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• |
The Foundation is a not for profit corporation organized under the laws of Oklahoma.
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• |
Messrs. Dorwart, Frohlich and Lakin are United States citizens.
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Item 5. |
Interest in Securities of the Issuer
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Reporting Person
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Number of
Shares
Beneficially
Owned
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Percentage of Class
A Common Stock
Outstanding(1)
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Sole Power to Vote
or to Direct the
Vote
|
Shared Power to
Vote or to Direct
the Vote
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Sole Power to
Dispose or to
Direct the
Disposition
|
Shared Power to
Dispose or to
Direct the
Disposition
|
George Kaiser Family(2) Foundation
|
7,854,167
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7.25%
|
-0-
|
7,854,167
|
-0-
|
7,854,167
|
Mr. Dorwart(3)
|
7,854,167
|
7.25%
|
-0-
|
7,854,167
|
-0-
|
7,854,167
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Mr. Frohlich(3)
|
7,854,167
|
7.25%
|
-0-
|
7,854,167
|
-0-
|
7,854,167
|
Mr. Lakin (3)
|
7,854,167
|
7.25%
|
-0-
|
7,854,167
|
-0-
|
7,854,167
|
(1) |
Based on 108,275,167 shares of Class A Common Stock on an as converted basis, which includes shares of the Issuer’s Class B common stock convertible
into Class A Common Stock, issued and outstanding upon the closing of the Issuer’s IPO.
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(2) |
The Class A Common Stock received by Maya Maritime LLC (“Maya”) in connection with the sale of the equity
interests in Excelsior LLC and FSRU Vessel (Excellence), LLC was distributed to the Foundation, as sole member of Maya, on April 27, 2022. Maya
ceased to be a Reporting Person as of April 27, 2022.
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(3) |
Each of the Trustees disclaims beneficial ownership of the reported securities.
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Item 6. |
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
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GEORGE KAISER FAMILY FOUNDATION
|
||
/s/ Frederic Dorwart
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||
Frederic Dorwart
|
||
President
|
||
/s/ Frederic Dorwart
|
/s/ Phil Frohlich
|
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FREDERIC DORWART
|
PHIL FROHLICH
|
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/s/ Phil Lakin, Jr.
|
||
PHIL LAKIN, JR.
|