New User? Sign Up | Sign In

Sec Form 4 Filing - Warburg Pincus Private Equity (E&P) XI-A L.P. @ EARTHSTONE ENERGY INC - 2021-01-07

  1. About Form 4 Filing: Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security. The initial filing is on Form 3 and changes are reported on Form 4. The Annual Statement of beneficial ownership of securities is on Form 5. The forms contain information on the reporting person's relationship to the company and on purchases and sales of such equity securities.
  2. Form 4 is stored in SEC's EDGAR database. EDGAR is Electronic Data Gathering, Analysis and Retrieval System. It is a registered trademark of the SEC.

Enter Stock Symbol or Cik: Cik Lookup...

Search By Company or Insider Name:
"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>>

Email a friend >>...

SPAC List: List of Special Purpose Acquisition Companies


The following is an SEC EDGAR document rendered as filed.
Here is the list of insider trading transaction codes.

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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person *
Warburg Pincus Private Equity (E&P) XI-A, L.P.
2. Issuer Name and Ticker or Trading Symbol
EARTHSTONE ENERGY INC [ ESTE]
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)
C/O WARBURG PINCUS LLC, 450 LEXINGTON AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
01/07/2021
(Street)
NEW YORK, NY10017
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
Class A Common Stock 01/07/2021 P 638,744 A $ 3.99 13,358,338 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 )
Class A Common Stock 01/07/2021 J( 5 ) 120,228 D $ 0 13,238,110 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 )
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
Warburg Pincus Private Equity (E&P) XI-A, L.P.
C/O WARBURG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK, NY10017
X
Warburg Pincus XI (E&P) Partners - A, L.P.
C/O WARBURG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK, NY10017
X
WP IRH Holdings, L.P.
C/O WARBURG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK, NY10017
X
Warburg Pincus XI (E&P) Partners-B IRH, LLC
C/O WARBURG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK, NY10017
X
WARBURG PINCUS XI (E&P) PARTNERS-B, L.P.
C/O WARBURG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK, NY10017
X
WARBURG PINCUS (E&P) XI, L.P.
C/O WARBURG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK, NY10017
X
WARBURG PINCUS (E&P) XI LLC
C/O WARBURG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK, NY10017
X
WARBURG PINCUS PARTNERS (E&P) XI LLC
C/O WARBURG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK, NY10017
X
WARBURG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK, NY10017
X
Signatures
Warburg Pincus Private Equity (E&P) XI - A, L.P. By: Warburg Pincus & Company US, LLC By: /s/ Robert B. Knauss, Authorized Signatory 01/11/2021
** Signature of Reporting Person Date
Warburg Pincus XI (E&P) Partners - A, L.P. By: Warburg Pincus & Company US, LLC By: /s/ Robert B. Knauss, Authorized Signatory 01/11/2021
** Signature of Reporting Person Date
WP IRH Holdings, L.P. By: Warburg Pincus & Company US, LLC, By: /s/ Robert B. Knauss, Authorized Signatory 01/11/2021
** Signature of Reporting Person Date
Warburg Pincus XI (E&P) Partners-B IRH, LLC By: Warburg Pincus & Company US, LLC By: /s/ Robert B. Knauss, Authorized Signatory 01/11/2021
** Signature of Reporting Person Date
Warburg Pincus XI (E&P) Partners - B, L.P., By: Warburg Pincus & Company US, LLC, By: /s/ Robert B. Knauss, Authorized Signatory 01/11/2021
** Signature of Reporting Person Date
Warburg Pincus (E&P) XI, L.P. By: Warburg Pincus & Company US, LLC, By: /s/ Robert B. Knauss, Authorized Signatory 01/11/2021
** Signature of Reporting Person Date
Warburg Pincus (E&P) XI LLC By: Warburg Pincus & Company US, LLC, By: /s/ Robert B. Knauss, Authorized Signatory 01/11/2021
** Signature of Reporting Person Date
Warburg Pincus Partners (E&P) XI LLC By: Warburg Pincus & Company US, LLC, By: /s/ Robert B. Knauss, Authorized Signatory 01/11/2021
** Signature of Reporting Person Date
Warburg Pincus LLC By: /s/ Robert B. Knauss, Authorized Signatory 01/11/2021
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )Following the transactions reported herein, includes: 2,123,393 shares held of record by Warburg Pincus Private Equity (E&P) XI - A, L.P. ("WP E&P XI A"), 163,270 shares held of record by Warburg Pincus XI (E&P) Partners - A, L.P. ("WP XI E&P Partners A"), 2,068,675 shares held of record by WP IRH Holdings, L.P. ("WP IRH Holdings"), 57,365 shares held of record by Warburg Pincus XI (E&P) Partners-B IRH, LLC ("WP XI E&P Partners B IRH"), 3,179,794 shares held of record by WP Energy IRH Holdings, L.P. ("WPE IRH Holdings"), 260,350 shares held of record by WP Energy Partners IRH Holdings, L.P. ("WPE Partners IRH Holdings"), 101,492 shares held of record by Warburg Pincus Energy (E&P) Partners-B IRH, LLC ("WPE E&P Partners B IRH"), 300,946 shares held of record by Warburg Pincus Energy (E&P) Partners-A, L.P. ("WPE E&P Partners A") and 4,982,825 shares held of record by Warburg Pincus Energy (E&P)-A, L.P. ("WPE E&P A").
( 2 )Warburg Pincus XI (E&P) Partners - B, L.P. ("WP XI E&P Partners B") is the general partner of WP XI E&P Partners B IRH. Warburg Pincus (E&P) XI, L.P. ("WP XI E&P GP") is the general partner of WP E&P XI A, WP XI E&P Partners A, WP IRH Holdings, and WP XI E&P Partners B. Warburg Pincus (E&P) XI LLC ("WP XI E&P GP LLC") is the general partner of WP XI E&P GP. Warburg Pincus Partners (E&P) XI LLC ("WPP E&P XI") is the managing member of WP XI E&P GP LLC.
( 3 )Warburg Pincus Energy (E&P) Partners-B, L.P. ("WPE E&P Partners B") is the general partner of WPE E&P Partners B IRH. Warburg Pincus (E&P) Energy GP, L.P. ("WPE E&P GP") is the general partner of WPE IRH Holdings, WPE Partners IRH Holdings, WPE E&P Partners B, WPE E&P Partners A, and WPE E&P A. Warburg Pincus (E&P) Energy LLC ("WPE E&P GP LLC") is the general partner of WPE E&P GP.
( 4 )Warburg Pincus Partners II (US), L.P. ("WPP II US") is the managing member of WPP E&P XI and WPE E&P GP LLC. Warburg Pincus & Company US, LLC ("WP & Co. US LLC") is the general partner of WPP II US. Warburg Pincus LLC ("WP LLC") is a registered investment adviser, and the manager of WP E&P XI A, WP XI E&P Partners A, WPE E&P Partners A, and WPE E&P A.
( 5 )Immediately following the acquisition of shares of Class A Common Stock reported herein, Independence Resources Holdings, LLC disposed of all of its shares of Class A Common Stock in a pro-rata distribution in-kind to its members for no consideration.

Remarks:
Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.