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.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
- Peter Lynch
What is insider trading>>
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
|
Battalion Oil Corporation (Name of Issuer) |
Common Stock, par value $0.0001 per share (Title of Class of Securities) |
02081G102 (CUSIP Number) |
Jeffrey Wade c/o Gen IV Investment Opportunities, LLC, 250 West 55th Street, 31st Floor New York, NY, 10019 212-615-3456 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
03/25/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on 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).
SCHEDULE 13D
|
| CUSIP No. | 02081G102 |
| 1 |
Name of reporting person
GEN IV INVESTMENT OPPORTUNITIES, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
5,513,648.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
23.20 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
The number of shares reported above includes (i) 0 shares of common stock, par value $0.0001 per share (the "Common Stock") owned directly by Gen IV Investment Opportunities, LLC ("Gen IV"), (ii) 910,202 shares of Common Stock issuable upon conversion or redemption of 5,138 shares of Series A Preferred Stock issued to Gen IV pursuant to the Series A Purchase Agreement (as discussed in Item 3), (iii) 1,527,552 shares of Common Stock issuable upon conversion or redemption of 7,810 shares of Series A-1 Preferred Stock issued to Gen IV pursuant to the Series A-1 Purchase Agreement (as discussed in Item 3), (iv) 1,526,199 shares of Common Stock issuable upon conversion or redemption of 6,630 shares of Series A-2 Preferred Stock issued to Gen IV pursuant to the Series A-2 Purchase Agreement (as discussed in Item 3), (v) 758,632 shares of Common Stock issuable upon conversion or redemption of 3,789 shares of Series A-3 Preferred Stock issued to Gen IV pursuant to the Series A-3 Purchase Agreement (as discussed in Item 3) and (vi) 791,063 shares of Common Stock issuable upon conversion or redemption of 3,789 shares of Series A-4 Preferred Stock issued to Gen IV pursuant to the Series A-4 Purchase Agreement (as discussed in Item 3). Neither the filing of this statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by any Reporting Person hereto that it is the beneficial owner of any Common Stock for purposes of Section 13(d) of the Act of 1934
, as amended, or for any other purpose, and such beneficial ownership is hereby expressly disclaim Based on (i) 18,256,563 shares of Common Stock outstanding as of March 18, 2026, as reported in the Issuer's Form 10-K filed with the SEC on March 23, 2026 , plus, plus (ii) (a) 910,202 shares of Common Stock issuable upon conversion or redemption of the shares of Series A Preferred Stock owned directly by Gen IV, (b) 1,527,552 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-1 Preferred Stock owned directly by Gen IV, (c) 1,526,199 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-2 Preferred Stock owned directly by Gen IV, (d) 758,632 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-3 Preferred Stock owned directly by Gen IV and (e) 791,063 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-4 Preferred Stock owned directly by Gen IV.
SCHEDULE 13D
|
| CUSIP No. | 02081G102 |
| 1 |
Name of reporting person
LSP GENERATION IV, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
5,513,648.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
23.20 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
The number of shares reported above includes (i) 0 shares of Common Stock owned directly by Gen IV, (ii) 910,202 shares of Common Stock issuable upon conversion or redemption of 5,138 shares of Series A Preferred Stock issued to Gen IV pursuant to the Series A Purchase Agreement (as discussed in Item 3), (iii) 1,527,552 shares of Common Stock issuable upon conversion or redemption of 7,810 shares of Series A-1 Preferred Stock issued to Gen IV pursuant to the Series A-1 Purchase Agreement (as discussed in Item 3), (iv) 1,526,199 shares of Common Stock issuable upon conversion or redemption of 6,630 shares of Series A-2 Preferred Stock issued to Gen IV pursuant to the Series A-2 Purchase Agreement (as discussed in Item 3), (v) 758,632 shares of Common Stock issuable upon conversion or redemption of 3,789 shares of Series A-3 Preferred Stock issued to Gen IV pursuant to the Series A-3 Purchase Agreement (as discussed in Item 3) and (vi) 791,063 shares of Common Stock issuable upon conversion or redemption of 3,789 shares of Series A-4 Preferred Stock issued to Gen IV pursuant to the Series A-4 Purchase Agreement (as discussed in Item 3). Neither the filing of this statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by any Reporting Person hereto that it is the beneficial owner of any Common Stock for purposes of Section 13(d) of the Act of 1934, as amended, or for any other purpose, and such beneficial ownership is hereby expressly disclaim Based on (i) 18,256,563 shares of Common Stock outstanding as of March 18, 2026, as reported in the Issuer's Form 10-K filed with the SEC on March 23, 2026 , plus, plus (ii) (a) 910,202 shares of Common Stock issuable upon conversion or redemption of the shares of Series A Preferred Stock owned directly by Gen IV, (b) 1,527,552 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-1 Preferred Stock owned directly by Gen IV, (c) 1,526,199 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-2 Preferred Stock owned directly by Gen IV, (d) 758,632 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-3 Preferred Stock owned directly by Gen IV and (e) 791,063 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-4 Preferred Stock owned directly by Gen IV.
SCHEDULE 13D
|
| CUSIP No. | 02081G102 |
| 1 |
Name of reporting person
LSP INVESTMENT ADVISORS, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
5,513,648.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
23.20 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
The number of shares reported above includes (i) 0 shares of Common Stock owned directly by Gen IV, (ii) 910,202 shares of Common Stock issuable upon conversion or redemption of 5,138 shares of Series A Preferred Stock issued to Gen IV pursuant to the Series A Purchase Agreement (as discussed in Item 3), (iii) 1,527,552 shares of Common Stock issuable upon conversion or redemption of 7,810 shares of Series A-1 Preferred Stock issued to Gen IV pursuant to the Series A-1 Purchase Agreement (as discussed in Item 3), (iv) 1,526,199 shares of Common Stock issuable upon conversion or redemption of 6,630 shares of Series A-2 Preferred Stock issued to Gen IV pursuant to the Series A-2 Purchase Agreement (as discussed in Item 3), (v) 758,632 shares of Common Stock issuable upon conversion or redemption of 3,789 shares of Series A-3 Preferred Stock issued to Gen IV pursuant to the Series A-3 Purchase Agreement (as discussed in Item 3) and (vi) 791,063 shares of Common Stock issuable upon conversion or redemption of 3,789 shares of Series A-4 Preferred Stock issued to Gen IV pursuant to the Series A-4 Purchase Agreement (as discussed in Item 3). Neither the filing of this statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by any Reporting Person hereto that it is the beneficial owner of any Common Stock for purposes of Section 13(d) of the Act of 1934, as amended, or for any other purpose, and such beneficial ownership is hereby expressly disclaim Based on (i) 18,256,563 shares of Common Stock outstanding as of March 18, 2026, as reported in the Issuer's Form 10-K filed with the SEC on March 23, 2026 , plus, plus (ii) (a) 910,202 shares of Common Stock issuable upon conversion or redemption of the shares of Series A Preferred Stock owned directly by Gen IV, (b) 1,527,552 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-1 Preferred Stock owned directly by Gen IV, (c) 1,526,199 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-2 Preferred Stock owned directly by Gen IV, (d) 758,632 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-3 Preferred Stock owned directly by Gen IV and (e) 791,063 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-4 Preferred Stock owned directly by Gen IV.
SCHEDULE 13D
|
| CUSIP No. | 02081G102 |
| 1 |
Name of reporting person
Paul Segal | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
5,513,648.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 |
Percent of class represented by amount in Row (11)
23.20 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
The number of shares reported above includes (i) 0 shares of Common Stock owned directly by Gen IV, (ii) 910,202 shares of Common Stock issuable upon conversion or redemption of 5,138 shares of Series A Preferred Stock issued to Gen IV pursuant to the Series A Purchase Agreement (as discussed in Item 3), (iii) 1,527,552 shares of Common Stock issuable upon conversion or redemption of 7,810 shares of Series A-1 Preferred Stock issued to Gen IV pursuant to the Series A-1 Purchase Agreement (as discussed in Item 3), (iv) 1,526,199 shares of Common Stock issuable upon conversion or redemption of 6,630 shares of Series A-2 Preferred Stock issued to Gen IV pursuant to the Series A-2 Purchase Agreement (as discussed in Item 3), (v) 758,632 shares of Common Stock issuable upon conversion or redemption of 3,789 shares of Series A-3 Preferred Stock issued to Gen IV pursuant to the Series A-3 Purchase Agreement (as discussed in Item 3) and (vi) 791,063 shares of Common Stock issuable upon conversion or redemption of 3,789 shares of Series A-4 Preferred Stock issued to Gen IV pursuant to the Series A-4 Purchase Agreement (as discussed in Item 3). Neither the filing of this statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by any Reporting Person hereto that it is the beneficial owner of any Common Stock for purposes of Section 13(d) of the Act of 1934, as amended, or for any other purpose, and such beneficial ownership is hereby expressly disclaim Based on (i) 18,256,563 shares of Common Stock outstanding as of March 18, 2026, as reported in the Issuer's Form 10-K filed with the SEC on March 23, 2026 , plus, plus (ii) (a) 910,202 shares of Common Stock issuable upon conversion or redemption of the shares of Series A Preferred Stock owned directly by Gen IV, (b) 1,527,552 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-1 Preferred Stock owned directly by Gen IV, (c) 1,526,199 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-2 Preferred Stock owned directly by Gen IV, (d) 758,632 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-3 Preferred Stock owned directly by Gen IV and (e) 791,063 shares of Common Stock issuable upon conversion or redemption of the shares of Series A-4 Preferred Stock owned directly by Gen IV.
SCHEDULE 13D
|
| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.0001 per share | |
| (b) | Name of Issuer:
Battalion Oil Corporation | |
| (c) | Address of Issuer's Principal Executive Offices:
820 Gessner Road, Suite 1100, Houston,
TEXAS
, 77024. | |
Item 1 Comment:
The following constitutes Amendment No. 7 ("Amendment No. 7") to the Schedule 13D filed by the undersigned with the Securities and Exchange Commission (the "SEC") on October 18, 2019 (the "Original Schedule 13D"), as amended by Amendment No. 1 thereto, filed with the SEC on March 30, 2023, Amendment No. 2 thereto, filed with the SEC on September 8, 2023, Amendment No. 3 thereto, filed with the SEC on December 19, 2023, Amendment No. 4 thereto, filed with the SEC on March 29, 2024, Amendment No. 5 thereto, filed with the SEC on May 15, 2024,and amendment No. 6 thereto, filed with the SEC on June 20, 2024 (collectively, the "Schedule 13D"). Except as specifically provided herein, this Amendment No. 7 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used but not defined in this Amendment No. 7 shall have the meanings herein as are ascribed to such terms in the Schedule 13D. | ||
| Item 2. | Identity and Background | |
| (a) | Item 2(a) is hereby amended by adding the following as a Reporting Person: (iv) Paul Segal | |
| (b) | Item 2(b) is hereby replaced in its entirety by the following: The business address of Mr. Segal and each of the other Reporting Persons is 250 West 55th Street, 31st Floor, New York, New York, 10019. | |
| (c) | Item 2(c) is hereby amended by adding the following: Mr. Segal is the President of Gen IV, and as such has the authority to direct the disposition of the shares held by Gen IV. | |
| (d) | Item 2(d) in the Original 13D remains accurate after the addition of Mr. Segal as a Reporting Person. | |
| (e) | Item 2(e) in the Original 13D remains accurate after the addition of Mr. Segal as a Reporting Person. | |
| (f) | Item 2(f) is hereby replaced in its entirety by the following: Each of the entities who are Reporting Persons is a limited liability company organized under the laws of the state of Delaware. Mr. Segal is a citizen of the United States. | |
| Item 3. | Source and Amount of Funds or Other Consideration | |
Item 3 of the Schedule 13D is amended to incorporate the information below: On March 25, 2026, the Reporting Person sold 2,369,769 shares of Common Stock of the Issuer for $5.8206 per share, for an aggregate price of $13,793,477. On March 26, another entity over which Mr. Segal has investment authority received a distribution-in-kind of 639,648 shares of Common Stock of the Issuer. On March 26, 2026, that entity sold 639,648 shares of Common Stock of the Issuer, for $5.9075 per share, for an aggregate price of $3,778,721. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | The information required by Item 5 (a) is set forth in rows 11 and 13 on the cover pages of this Amendment No. 7 for each Reporting Person and is incorporated by reference in its entirety into this Item 5(a). | |
| (b) | The information required by Item 5 (b) is set forth in rows in rows 7, 8, 9, and 10 on the cover pages of this Amendment No. 7 for each Reporting Person and is incorporated by reference in its entirety into this Item 5(b). | |
| (c) | Except as described in this Amendment No. 7, none of the Reporting Persons has effected any transactions in the Common Stock of the Issuer during the past 60 days. | |
| (d) | No one other than the Reporting Person has the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of, any of the Common Stock beneficially owned by the Reporting Person as described in this Item 5. | |
| (e) | Not applicable. | |
| Item 7. | Material to be Filed as Exhibits. | |
Exhibit 99.2 Joint Filing Agreement, dated March 27, 2026, by and among the Reporting Persons. | ||
| 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.
|
|
|
|
|
|
|
|
|
Comments accompanying signature:
Reporting Person/Group Name: Paul Segal |