Sec Form 3 Filing - Richmond Hill Investments, LLC @ Reservoir Media, Inc. - 2022-02-11

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
Richmond Hill Investments, LLC
2. Issuer Name and Ticker or Trading Symbol
Reservoir Media, Inc. [ RSVR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
May be deemed a 10% owner
(Last) (First) (Middle)
C/O RICHMOND HILL INVESTMENT CO., LP, 381 PARK AVENUE SOUTH, SUITE 1101
3. Date of Earliest Transaction (MM/DD/YY)
02/11/2022
(Street)
NEW YORK, NY10016
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, $0.0001 par value 136,364 D( 1 )( 2 )( 3 )( 4 )( 5 )( 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
Richmond Hill Investments, LLC
C/O RICHMOND HILL INVESTMENT CO., LP
381 PARK AVENUE SOUTH, SUITE 1101
NEW YORK, NY10016
May be deemed a 10% owner
ESSEX EQUITY HOLDINGS, LLC
C/O RICHMOND HILL INVESTMENT CO., LP
381 PARK AVENUE SOUTH, SUITE 1101
NEW YORK, NY10016
May be deemed a 10% owner
LIU JOHN D
C/O RICHMOND HILL INVESTMENT CO., LP
381 PARK AVENUE SOUTH, SUITE 1101
NEW YORK, NY10016
May be deemed a 10% owner
Taylor Ryan P.
C/O RICHMOND HILL INVESTMENT CO., LP
381 PARK AVENUE SOUTH, SUITE 1101
NEW YORK, NY10016
May be deemed a 10% owner
Signatures
/s/ John D. Liu, as Authorized Signatory for Richmond Hill Investments, LLC 02/15/2022
Signature of Reporting Person Date
/s/ John D. Liu, as Authorized Signatory for Essex Equity Holdings, LLC 02/15/2022
Signature of Reporting Person Date
/s/ John D. Liu 02/15/2022
Signature of Reporting Person Date
/s/ Ryan P. Taylor 02/15/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Reporting Persons listed on this Form 3 may be deemed members of a group holding equity securities of the Issuer. The filing of this Form 3 shall not be deemed to be an admission that the Reporting Persons are members of such group.
( 2 )The Reporting Persons listed on this Form 3 may be deemed members of a group with Richmond Hill Capital Partners, LP and certain of its affiliates (collectively, the "RH Entities"), which are separately filing a Form 3 with respect to equity securities of the Issuer on the date hereof, and with ER Reservoir LLC and certain of its affiliates (collectively, the "ER Entities"), which have previously filed a Form 3 with respect to equity securities of the Issuer. The filing of this Form 3 shall not be deemed to be an admission that the Reporting Persons are members of such a group with any of the RH Entities or the ER Entities and the Reporting Persons disclaim beneficial ownership of any securities beneficially owned by the RH Entities and the ER Entities, except to the extent of their pecuniary interests therein.
( 3 )The amount of securities shown in this row is owned directly by Essex Equity Joint Investment Vehicle, LLC ("Essex"). Ryan P. Taylor owns an equity interest in an entity that may be deemed to have a pecuniary interest in the Shares owned by Essex and therefore may be deemed to be a beneficial owner of the Shares owned by Essex. Mr. Taylor disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise, except to the extent of his pecuniary interest therein, and the inclusion of the Shares in this Report shall not be deemed an admission of beneficial ownership of the reported Shares for purposes of Section 16 of the Exchange Act, or for any other purpose.
( 4 )As the manager of Essex, Richmond Hill Investments, LLC (the "RHI Manager") may be deemed to be a beneficial owner of the Issuer's securities held by Essex. The RHI Manager disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Section 16 of the Exchange Act, or otherwise, except to the extent of its pecuniary interest therein.
( 5 )As the manager of the RHI Manager, Essex Equity Holdings, LLC (the "EEH Manager") may be deemed to be a beneficial owner of the Issuer's securities held by Essex. The EEH Manager disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Section 16 of the Exchange Act or otherwise, except to the extent of its pecuniary interest therein.
( 6 )As the manager of the EEH Manager, John D. Liu may be deemed to be a beneficial owner of the Issuer's securities held by Essex. Mr. Liu disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Section 16 of the Exchange Act or otherwise, except to the extent of his pecuniary interest therein.

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