Sec Form 4 Filing - JVL Advisors, L.L.C. @ EVOLUTION PETROLEUM CORP - 2018-06-11

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
JVL Advisors, L.L.C.
2. Issuer Name and Ticker or Trading Symbol
EVOLUTION PETROLEUM CORP [ EPM]
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)
10000 MEMORIAL DRIVE, SUITE 550
3. Date of Earliest Transaction (MM/DD/YY)
06/11/2018
(Street)
HOUSTON, TX77024
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 06/11/2018 S 66,129 ( 1 ) ( 2 ) ( 3 ) D $ 9.95 ( 7 ) 850,721 ( 1 ) ( 2 ) ( 4 ) I See Footnotes ( 1 ) ( 2 ) ( 4 )
Common Stock 06/12/2018 S 45,000 ( 1 ) ( 2 ) ( 3 ) D $ 10.0452 ( 8 ) 805,721 ( 1 ) ( 2 ) ( 4 ) I See Footnotes ( 1 ) ( 2 ) ( 4 )
Common Stock 06/13/2018 S 20,000 ( 1 ) ( 2 ) ( 3 ) D $ 10.0816 ( 9 ) 785,721 ( 1 ) ( 2 ) ( 4 ) I See Footnotes ( 1 ) ( 2 ) ( 4 )
Common Stock 06/13/2018 S 10,000 ( 1 ) ( 2 ) ( 5 ) D $ 10.15 ( 10 ) 1,060,000 ( 1 ) ( 2 ) ( 6 ) I See Footnotes ( 1 ) ( 2 ) ( 6 )
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
JVL Advisors, L.L.C.
10000 MEMORIAL DRIVE
SUITE 550
HOUSTON, TX77024
X
LOVOI JOHN
10000 MEMORIAL DRIVE
SUITE 550
HOUSTON, TX77024
X
Signatures
JVL ADVISORS, LLC signed by John V. Lovoi, Manager, /s/ John V. Lovoi 06/13/2018
Signature of Reporting Person Date
/s/ John V. Lovoi 06/13/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )John V. Lovoi ("Lovoi") is (i) the sole member and manager of JVL Advisors, LLC ("JVL Advisors"), which is a managing member of Peninsula-JVL Capital Advisors, LLC, which is the general partner of Belridge Energy Advisors, LP, a Delaware limited partnership ("Belridge") and (ii) a managing member of Lobo Baya, LLC, which is the ultimate controlling entity of Luxiver, LP, a Delaware limited partnership ("Luxiver," and together with Belridge, the "Partnerships"). JVL Advisors is party to an investment management agreement with Luxiver that gives JVL Advisors voting and dispositive power over the securities owned by Luxiver; thus, JVL Advisors may be deemed an ultimate controlling entity of Luxiver.
( 2 )Because of their control over, and investment management relationship with, the Partnerships, JVL Advisors and Lovoi may be deemed to have voting and dispositive power over the securities owned by the Partnerships; thus, each may also be deemed to be the beneficial owner of these securities. JVL Advisors and Lovoi disclaim any beneficial ownership of the reported securities beneficially owned by the Partnerships in excess of their respective pecuniary interest in such securities.
( 3 )Represents Luxiver's sale of shares of common stock.
( 4 )Represents shares of common stock held by Luxiver.
( 5 )Represents Belridge's sale of shares of common stock.
( 6 )Represents shares of common stock held by Belridge.
( 7 )Represents a weighted average sale price for the shares of common stock - the high price was $10.0000 and the low price was $9.9000. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 8 )Represents a weighted average sale price for the shares of common stock - the high price was $10.1500 and the low price was $10.0000. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 9 )Represents a weighted average sale price for the shares of common stock - the high price was $10.2000 and the low price was $9.9000. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 10 )Represents a weighted average sale price for the shares of common stock - the high price was $10.1800 and the low price was $10.1300. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

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