Sec Form 3 Filing - Yorktown Energy Partners XI, L.P. @ Riley Exploration Permian, Inc. - 2021-02-26

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Yorktown Energy Partners XI, L.P.
2. Issuer Name and Ticker or Trading Symbol
Riley Exploration Permian, Inc. [ REPX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
410 PARK AVENUE, 20TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
02/26/2021
(Street)
NEW YORK, NY10022
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.001 per share 1,784,113 ( 1 ) ( 2 ) D ( 3 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Yorktown Energy Partners XI, L.P.
410 PARK AVENUE
20TH FLOOR
NEW YORK, NY10022
X
Yorktown XI Associates LLC
410 PARK AVENUE
20TH FLOOR
NEW YORK, NY10022
X
Signatures
Yorktown Energy Partners XI, L.P., By: Yorktown XI Company LP, its general partner, By: Yorktown XI Associates LLC, its general partner,/s/ Bryan H. Lawrence, Managing Member 03/01/2021
Signature of Reporting Person Date
Yorktown XI Associates LLC/s/ Bryan H. Lawrence, Managing Member 03/01/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each reporting person disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is the beneficial owner of the securities for Section 16 or any other purpose. In connection with the closing of the transactions contemplated by the Agreement and Plan of Merger, dated as of October 21, 2020, by and among Tengasco, Inc. ("TGC"), Antman Sub, LLC, a wholly-owned subsidiary of TGC ("Merger Sub"), and Riley Exploration - Permian, LLC ("REP"), as amended, pursuant to which Merger Sub merged with and into REP with REP surviving (the "Merger") and continuing as a wholly-owned subsidiary of TGC (which changed its name to "Riley Exploration Permian, Inc.", the "Issuer"), these shares were received in exchange for common units of REP (including common units of REP issued to the reporting person upon conversion of preferred units of REP immediately prior to the Merger).
( 2 )The share amounts of the Issuer's common stock reported reflect the 1-for-12 reverse stock split of the Issuer's common stock effected on February 26, 2021 immediately prior to the completion of the Merger.
( 3 )These securities are owned directly by Yorktown Energy Partners XI, L.P. Yorktown XI Associates LLC is the general partner of Yorktown XI Company LP, the general partner of Yorktown Energy Partners XI, L.P. Yorktown XI Associates LLC disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that Yorktown XI Company LP or Yorktown XI Associates LLC is the beneficial owner of the securities for Section 16 or any other purpose.

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