Sec Form 13G Filing - HUTTON KEITH A filing for TXO Partners L.P. (TXO) - 2024-02-09

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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Securities and Exchange Commission

Washington, D.C. 20549

 

 

Schedule 13G

(Rule 13d-102)

Information to be Included in Statements Filed Pursuant

to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

Pursuant to § 240.13d-2

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No.  )*

 

 

TXO Partners, L.P.

(Name of Issuer)

Common Units

(Title of Class of Securities)

87313P103

(CUSIP Number)

December 31, 2023

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☒ Rule 13d-1(d)

 

*

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


CUSIP No. 87313P103    Schedule 13G    Page 1 of 4

 

 1   

 Names of Reporting Persons

 

Keith Hutton

 2  

 Check the Appropriate Box if a Member of a Group

 (a) ☐  (b) ☐

 

 3  

 SEC Use Only

 

 4  

 Citizenship or Place of Organization

 

United States

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With

   5   

 Sole Voting Power

 

3,122,215

   6  

 Shared Voting Power

 

0

   7  

 Sole Dispositive Power

 

3,122,215

   8  

 Shared Dispositive Power

 

0

 9   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

3,122,215

10  

 Check if the Aggregate Amount in Row (9) Excludes Certain Shares

 

Not Appli cable

11  

 Percent of Class Represented by Amount in Row 9

 

10.2%

12  

 Type of Reporting Person

 

IN


CUSIP No. 87313P103    Schedule 13G    Page 2 of 4

 

ITEM 1.

(a)  Name of Issuer:

TXO Partners, L.P. (the “Issuer”).

 

  (b)

Address of Issuer’s Principal Executive Offices:

400 West 7th Street, Fort Worth, TX 76102

 

ITEM 2.

(a)  Name of Person Filing:

This statement is filed on behalf of Keith Hutton (the “Reporting Person”).

 

  (b)

Address or Principal Business Office:

The business address of the Reporting Person is c/o TXO Partners, L.P., 400 West 7th Street, Fort Worth, TX 76102.

 

  (c)

Citizenship of each Reporting Person is:

The Reporting Person is a citizen of the United States.

 

  (d)

Title of Class of Securities:

Common Units (“Common Units”).

 

  (e)

CUSIP Number:

87313P103

 

ITEM 3.

Not applicable.


CUSIP No. 87313P103    Schedule 13G    Page 3 of 4

 

ITEM 4.

Ownership.

(a-c)

The ownership information presented below represents beneficial ownership of Common Units of the Issuer as of December 31, 2023, based upon 30,750,000 shares of Common Units outstanding as of November 7, 2023, as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 7, 2023.

 

Reporting Person   

Amount

beneficially

owned

    

Percent

of class:

    Sole power
to vote or to
direct the
vote:
     Shared power
to vote or to
direct the vote:
    

Sole

power to
dispose or
to direct
the
disposition

of:

    

Shared

power to

dispose or

to direct

the

disposition

of:

 

Keith Hutton

     3,122,215        10.2     3,122,215        0        3,122,215        0  

The Reporting Person is the record holder of the shares of Common Units reported herein.

 

ITEM 5.

Ownership of Five Percent or Less of a Class.

Not applicable.

 

ITEM 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

 

ITEM 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not applicable.

 

ITEM 8.

Identification and Classification of Members of the Group.

Not applicable.

 

ITEM 9.

Notice of Dissolution of Group.

Not applicable.

 

ITEM 10.

Certification.

Not applicable.


CUSIP No. 87313P103    Schedule 13G    Page 4 of 4

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: February 9, 2024

 

Keith Hutton
/s/ Keith Hutton