Sec Form 4 Filing - Boaz Energy II, LLC @ PermRock Royalty Trust - 2019-02-01

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
Boaz Energy II, LLC
2. Issuer Name and Ticker or Trading Symbol
PermRock Royalty Trust [ PRT]
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)
3300 N. A STREET BLDG. 7 #150,
3. Date of Earliest Transaction (MM/DD/YY)
02/01/2019
(Street)
MIDLAND, TX79705
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
Trust Units representing Beneficial Interests 02/01/2019 J( 1 ) 37,400 D 5,878,332 D ( 2 )
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
Boaz Energy II, LLC
3300 N. A STREET BLDG. 7 #150
MIDLAND, TX79705
X
NGP X US Holdings LP
5221 N. O'CONNOR BOULEVARD
SUITE 1100
IRVING, TX75039
X
NGP Boaz Energy II Co-Invest LLC
5221 N. O'CONNOR BOULEVARD
SUITE 1100
IRVING, TX75039
X
Signatures
/s/ Boaz Energy II, LLC By: Marshall Eves, Chief Executive Officer 02/01/2019
Signature of Reporting Person Date
/s/ NGP X US Holdings, L.P. By:NGP X Holdings GP, L.L.C., its general partner By: Tony R. Weber, Authorized Person 02/01/2019
Signature of Reporting Person Date
/s/ NGP Boaz Energy II Co-Invest LLC By: G.F.W. Energy X, L.P., its managing member By: GFW X, L.L.C., its general partner By: Tony R. Weber, Authorized Person 02/01/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On February 1, 2019, Boaz Energy II, LLC, a Delaware limited liability company ("Boaz Energy") granted Trust Units representing beneficial interests in the Issuer ("Trust Units") to certain employees of Boaz Energy pursuant to individual Trust Unit Agreements entered into between Boaz Energy and such employees. No consideration was paid to Boaz Energy in respect of such grants.
( 2 )Boaz Energy directly owns the Trust Units. All other reporting persons' ownership is indirect through Boaz Energy.

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