Sec Form 3 Filing - LAWRENCE BRYAN H @ 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
LAWRENCE BRYAN H
2. Issuer Name and Ticker or Trading Symbol
Riley Exploration Permian, Inc. [ REPX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 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, NY10022-4407
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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 ) I See footnote ( 3 )
Common Stock, par value $0.001 per share 4,677,410 ( 1 ) ( 2 ) I See footnote ( 4 ) ( 5 )
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
Exchangeable Promissory Note $ 14.72 ( 6 ) 02/26/2021 ( 6 ) Common Stock 443,599 ( 6 ) I See footnote ( 7 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LAWRENCE BRYAN H
410 PARK AVENUE
20TH FLOOR
NEW YORK, NY10022-4407
X
Signatures
/s/ Bryan H. Lawrence 03/01/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the 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 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"). The reporting person is a member and a manager of Yorktown XI Associates LLC, the general partner of Yorktown XI Company LP, the general partner of Yorktown XI.
( 4 )These securities are owned directly by Riley Exploration Group, LLC ("REG"). Yorktown Energy Partners IV, L.P. ("Yorktown IV") is a member of REG. The reporting person is a member and a manager of Yorktown IV Company LLC, the general partner of Yorktown IV. Yorktown Energy Partners V, L.P. ("Yorktown V") is a member of REG. The reporting person is a member and a manager of Yorktown V Company LLC, the general partner of Yorktown V. Yorktown Energy Partners VI, L.P. ("Yorktown VI") is a member of REG. The reporting person is a member and a manager of Yorktown VI Associates LLC, the general partner of Yorktown VI Company LP, the general partner of Yorktown VI. Yorktown Energy Partners VII, L.P. ("Yorktown VII") is a member of REG. The reporting person is a member and a manager of Yorktown VII Associates LLC, the general partner of Yorktown VII Company LP, the general partner of Yorktown VII. Yorktown Energy Partners VIII, L.P. ("Yorktown VIII") is a member of REG.
( 5 )(continuation from footnote 4) The reporting person is a member and a manager of Yorktown VIII Associates LLC, the general partner of Yorktown VIII Company LP, the general partner of Yorktown VIII. Yorktown Energy Partners IX, L.P. ("Yorktown IX") is a member of REG. The reporting person is a member and a manager of Yorktown IX Associates LLC, the general partner of Yorktown IX Company LP, the general partner of Yorktown IX. Yorktown Energy Partners X, L.P. ("Yorktown X") is a member of REG. The reporting person is a member and a manager of Yorktown X Associates LLC, the general partner of Yorktown X Company LP, the general partner of Yorktown X.
( 6 )REG and Yorktown X are parties to an Amended and Restated Exchangeable Promissory Note (the "Note"), dated as of December 31, 2020, whereby REG promises to pay to Yorktown X a principal sum plus interest. Interest accrues at a rate of fifteen percent (15.00%) per annum. There is no expiration or maturity of the Note, and Yorktown X can demand payment with 30 days written notice. REG can prepay the Note at any time. Pursuant to the terms of the Note, following the consummation of the Merger, Yorktown X can elect to receive shares of Common Stock of the Issuer held by REG in exchange for cancellation of the Note. The reported number of shares and exercise price are based on an exchange on March 1, 2021.
( 7 )The Note is held directly by Yorktown X. The reporting person is a member and a manager of Yorktown X Associates LLC, the general partner of Yorktown X Company LP, the general partner of Yorktown X.

Remarks:
Exhibit List: Exhibit 24 - Power of Attorney

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