Sec Form 3 Filing - LUMINUS MANAGEMENT LLC @ HALCON RESOURCES CORP - 2019-10-08

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

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 LUMINUS MANAGEMENT LLC 2. Issuer Name and Ticker or Trading Symbol HALCON RESOURCES CORP [ HK] 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) 1700 BROADWAY, 26TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 10/08/2019 (Street) NEW YORK, NY10019 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, par value $0.0001 per share ("Common Stock") 6,151,448 I ( 1 ) By: Luminus Energy Partners Master Fund, Ltd.

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 Series A Warrants $ 40.17 ( 2 ) 10/08/2019 10/08/2022 Common Stock 182,478 I ( 1 ) By Luminus Energy Partners Master Fund, Ltd. Series B Warrants $ 48.28 ( 2 ) 10/08/2019 10/08/2022 Common Stock 228,107 I ( 1 ) By Luminus Energy Partners Master Fund, Ltd. Series C Warrants $ 60.45 ( 2 ) 10/08/2019 10/08/2022 Common Stock 293,281 I ( 1 ) By Luminus Energy Partners Master Fund, Ltd. Cash-Settled Total Return Swaps $ 13.78 ( 3 ) 12/13/2021 Common Stock 131,291 I ( 1 ) By Luminus Energy Partners Master Fund, Ltd. Cash-Settled Total Return Swaps $ 40.17 ( 2 ) ( 3 ) 10/08/2022 Series A Warrants 178,584 I ( 1 ) By Luminus Energy Partners Master Fund, Ltd. Cash-Settled Total Return Swaps $ 48.28 ( 2 ) ( 3 ) 10/08/2022 Series B Warrants 223,238 I ( 1 ) By Luminus Energy Partners Master Fund, Ltd. Cash-Settled Total Return Swaps $ 60.45 ( 2 ) ( 3 ) 10/08/2022 Series C Warrants 287,021 I ( 1 ) By Luminus Energy Partners Master Fund, Ltd. Cash-Settled Total Return Swaps $ 13.78 ( 3 ) 10/12/2029 Common Stock 13,330 I ( 1 ) By Luminus Energy Partners Master Fund, Ltd.

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other LUMINUS MANAGEMENT LLC 1700 BROADWAY 26TH FLOOR NEW YORK, NY10019 X Luminus Energy Partners Master Fund, Ltd. 1700 BROADWAY 26TH FLOOR NEW YORK, NY10019 X Barrett Jonathan Dan 1700 BROADWAY 26TH FLOOR NEW YORK, NY10019 X Signatures Luminus Management LLC and Luminus Energy Partners Master Fund, Ltd., By: /s/ Jonathan Barrett 10/21/2019 Signature of Reporting Person Date /s/ Jonathan Barrett, individually 10/21/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares reported herein are held by Luminus Energy Partners Master Fund, Ltd. for which Luminus Management, LLC serves as the investment manager. Jonathan Barrett is the ultimate beneficial owner of Luminus Management, LLC. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest therein. ( 2 )Represents the initial exercise price of each series of Warrants. The initial exercise price of each series of Warrants will increase on a monthly basis by the Monthly Compounding Factor (as defined in the Warrant Agreement), whereby the exercise price of each series of Warrants will be increased each month at an annualized rate of 6.75%, compounding monthly. The Monthly Compounding Factor may be adjusted for dividends or distributions (other than for dividends or distributions in the form of new Common Stock). The exercise price of each series of Warrants may be adjusted further, as described in the Warrant Agreement. ( 3 )Luminus Energy Partners Master Fund, Ltd. has entered into certain cash-settled total return swap agreements with several unaffiliated third party financial institutions as the respective counterparties, which provide economic exposure to an aggregate of 144,621 notional shares of Common Stock, 178,584 Series A Warrants, 223,238 Series B Warrants and 287,021 Series C Warrants. The Swap Agreements provide the Master Fund with economic results that are comparable to the economic results of ownership but do not provide it with the power to vote or direct the voting or dispose of or direct the disposition of the shares of Common Stock, Series A Warrants, Series B Warrants and Series C Warrants that are the subject of the Swap Agreements.

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 sig ned. 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.