0000899243-17-014181.txt : 20170523
0000899243-17-014181.hdr.sgml : 20170523
20170523194203
ACCESSION NUMBER: 0000899243-17-014181
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170519
FILED AS OF DATE: 20170523
DATE AS OF CHANGE: 20170523
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: GULFPORT ENERGY CORP
CENTRAL INDEX KEY: 0000874499
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 731521290
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 14313 NORTH MAY AVENUE
STREET 2: SUITE 100
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73134
BUSINESS PHONE: 4058488807
MAIL ADDRESS:
STREET 1: 14313 NORTH MAY AVENUE
STREET 2: SUITE 100
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73134
FORMER COMPANY:
FORMER CONFORMED NAME: WRT ENERGY CORP
DATE OF NAME CHANGE: 19930328
FORMER COMPANY:
FORMER CONFORMED NAME: WESTERN RESOURCE TECHNOLOGIES INC
DATE OF NAME CHANGE: 19600201
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: QEM V LLC
CENTRAL INDEX KEY: 0001697117
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-19514
FILM NUMBER: 17865202
BUSINESS ADDRESS:
STREET 1: 1401 MCKINNEY STREET, SUITE 2700
CITY: HOUSTON
STATE: TX
ZIP: 77010
BUSINESS PHONE: 713-452-2020
MAIL ADDRESS:
STREET 1: 1401 MCKINNEY STREET, SUITE 2700
CITY: HOUSTON
STATE: TX
ZIP: 77010
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Q-VEX II, LP
CENTRAL INDEX KEY: 0001698737
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-19514
FILM NUMBER: 17865203
BUSINESS ADDRESS:
STREET 1: 1401 MCKINNEY STREET, SUITE 2700
CITY: HOUSTON
STATE: TX
ZIP: 77010
BUSINESS PHONE: 713-452-2020
MAIL ADDRESS:
STREET 1: 1401 MCKINNEY STREET, SUITE 2700
CITY: HOUSTON
STATE: TX
ZIP: 77010
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Vitruvian Exploration II, LLC
CENTRAL INDEX KEY: 0001698924
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-19514
FILM NUMBER: 17865204
BUSINESS ADDRESS:
STREET 1: 4 WATERWAY SQUARE PLACE
STREET 2: SUITE 400
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
BUSINESS PHONE: (832) 458-3100
MAIL ADDRESS:
STREET 1: 4 WATERWAY SQUARE PLACE
STREET 2: SUITE 400
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Vitruvian Exploration II Holdings, LLC
CENTRAL INDEX KEY: 0001698741
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-19514
FILM NUMBER: 17865205
BUSINESS ADDRESS:
STREET 1: 1401 MCKINNEY STREET, SUITE 2700
CITY: HOUSTON
STATE: TX
ZIP: 77010
BUSINESS PHONE: 713-452-2020
MAIL ADDRESS:
STREET 1: 1401 MCKINNEY STREET, SUITE 2700
CITY: HOUSTON
STATE: TX
ZIP: 77010
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Vitruvian II Woodford, LLC
CENTRAL INDEX KEY: 0001698634
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-19514
FILM NUMBER: 17865207
BUSINESS ADDRESS:
STREET 1: 4 WATERWAY SQUARE PLACE
STREET 2: SUITE 400
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
BUSINESS PHONE: (832) 458-3100
MAIL ADDRESS:
STREET 1: 4 WATERWAY SQUARE PLACE
STREET 2: SUITE 400
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: VANLOH S WIL JR
CENTRAL INDEX KEY: 0001098463
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-19514
FILM NUMBER: 17865206
MAIL ADDRESS:
STREET 1: 1401 MCKINNEY STREET, SUITE 2700
CITY: HOUSTON
STATE: TX
ZIP: 77010
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2017-05-19
1
0000874499
GULFPORT ENERGY CORP
GPOR
0001698634
Vitruvian II Woodford, LLC
4 WATERWAY SQUARE PLACE, SUITE 400
THE WOODLANDS
TX
77380
0
0
1
0
0001098463
VANLOH S WIL JR
1401 MCKINNEY ST., SUITE 2700
HOUSTON
TX
77010
0
0
1
0
0001698741
Vitruvian Exploration II Holdings, LLC
1401 MCKINNEY ST., SUITE 2700
HOUSTON
TX
77010
0
0
1
0
0001698924
Vitruvian Exploration II, LLC
1401 MCKINNEY ST., SUITE 2700
HOUSTON
TX
77010
0
0
1
0
0001698737
Q-VEX II, LP
1401 MCKINNEY ST., SUITE 2700
HOUSTON
TX
7010
0
0
1
0
0001697117
QEM V LLC
1401 MCKINNEY ST., SUITE 2700
HOUSTON
TX
77010
0
0
1
0
Common Stock
2017-05-19
4
J
0
4465380
D
18133872
D
On May 19, 2017, pursuant to (i) the Agency and Redemption Agreement, dated as of May 18, 2017 (the "Agency Agreement"), by and among Vitruvian II Woodford, LLC, a Delaware limited liability company ( "Vitruvian"), and LG WF L.P., a Delaware limited partnership and a member of Vitruvian ("LG"), and (ii) the limited liability company agreement of Vitruvian, as amended (the "LLC Agreement"), 4,465,380 shares of common stock, par value $0.01 (the "Common Stock"), of Gulfport Energy Corporation, a Delaware corporation (the "Issuer"), were distributed to LG in redemption of certain of LG's capital interests in Vitruvian. In addition, as partial consideration for such redemption and pursuant to the Agency Agreement, LG became entitled to receive up to 1,252,865 shares of Common Stock held in a separate escrow account pursuant to the terms and conditions of the Purchase and Sale Agreement by and among the Issuer, Vitruvian and a subsidiary of the Issuer (the "Purchase Agreement"),
(Continued from Footnote 1) as such shares of Common Stock are released from the escrow account pursuant to the Purchase Agreement. Following these transactions, Vitruvian may be deemed to be the beneficial owner of 18,133,872 shares of Common Stock (the "Vitruvian Shares").
Vitruvian is managed by its board of directors (the "Board"). QEM V, LLC ("QEM") is the sole general partner of Q-VEX II, LP ("Q-VEX"), which has the right to appoint a majority of the board of directors of Vitruvian Exploration II, LLC ("VEX"), which has the right to appoint a majority of the board of directors of Vitruvian Exploration II Holdings, LLC ("VEX Holdings"), which holds a majority of the capital interests of Vitruvian and has the right to appoint a majority of the Board (such directors, the "VEX Holdings Directors"). Certain actions of Vitruvian, including certain dispositions, require the approval of the VEX Holdings Directors. QEM, Q-VEX, VEX and VEX Holdings each disclaim beneficial ownership of the Vitruvian Shares in excess of their respective pecuniary interest in the securities.
Any decision taken by QEM to vote, or to direct to vote, and to dispose, or to direct the disposition of, the Vitruvian Shares has to be approved by a majority of the members of the investment committee of QEM, which majority must include S. Wil VanLoh, Jr. Therefore, Mr. VanLoh may be deemed to share voting and dispositive power over the Vitruvian Shares and may also be deemed to be the beneficial owner of such securities. Mr. VanLoh disclaims beneficial ownership of such securities in excess of his pecuniary interest in the securities.
/s/ Brian L. Rickmers, Chief Financial Officer of Vitruvian II Woodford, LLC
2017-05-23
/s/ S. Wil VanLoh, Jr.
2017-05-23
/s/ Brian L. Rickmers, Chief Financial Officer of Vitruvian Exploration II Holdings, LLC
2017-05-23
/s/ Brian L. Rickmers, Chief Financial Officer of Vitruvian Exploration II, LLC
2017-05-23
/s/ James V. Baird, Authorized Person of Q-VEX II, LP
2017-05-23
/s/ James V. Baird, Authorized Person of QEM V, LLC
2017-05-23