Sec Form 4 Filing - Banpu Public Co Ltd @ BKV Corp - 2026-01-30

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
Banpu Public Co Ltd
2. Issuer Name and Ticker or Trading Symbol
BKV Corp [ BKV]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1200 17TH STREET, SUITE 2100
3. Date of Earliest Transaction (MM/DD/YY)
01/30/2026
(Street)
DENVER, CO80202
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 01/30/2026 J( 1 ) 5,315,390 ( 1 ) A 69,193,004 I See footnote ( 2 )
Common Stock 63,877,614 I See footnote ( 3 )
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
Banpu Public Co Ltd
1200 17TH STREET, SUITE 2100
DENVER, CO80202
X X
BOG CO., LTD.
1200 17TH STREET, SUITE 2100
DENVER, CO80202
X X
Banpu North America Corp.
1200 17TH STREET, SUITE 2100
DENVER, CO80202
X X
Banpu Power Public Co Ltd
1200 17TH STREET, SUITE 2100
DENVER, CO80202
X
Banpu Power US Corp
1200 17TH STREET, SUITE 2100
DENVER, CO80202
X
Signatures
/s/ Kathleen Lenox, attorney-in-fact for Banpu Public Company Limited 01/30/2026
Signature of Reporting Person Date
/s/ Kathleen Lenox, attorney-in-fact for BOG Co., Ltd. 01/30/2026
Signature of Reporting Person Date
/s/ Kathleen Lenox, attorney-in-fact for Banpu North America Corporation 01/30/2026
Signature of Reporting Person Date
/s/ Kathleen Lenox, attorney-in-fact for Banpu Power Public Company Limited 01/30/2026
Signature of Reporting Person Date
/s/ Kathleen Lenox, attorney-in-fact for Banpu Power US Corporation 01/30/2026
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares of common stock, par value $0.01 per share ("Common Stock"), issued to Banpu Power US Corporation ("BPPUS") as 50% of the closing consideration pursuant to that certain Membership Interest Purchase Agreement, dated as of October 29, 2025 (the "Purchase Agreement"), by and between BPPUS and BKV Corporation (the "Issuer"), in exchange for one-half of the limited liability company interests in BKV-BPP Power LLC held by BPPUS prior to the closing of the transactions contemplated by the Purchase Agreement. The number of shares of Common Stock issued to BPPUS was determined by dividing the amount equal to 50% of the purchase price under the Purchase Agreement by $21.6609, the volume-weighted average price of the Common Stock during the twenty (20) consecutive trading-day period ended October 28, 2025.
( 2 )BPPUS is a wholly owned subsidiary of Banpu Power Public Company Limited ("BPP"), which is a controlled subsidiary of Banpu Public Company Limited ("BPCL"). These shares are owned directly by BPPUS and indirectly by BPP and BPCL.
( 3 )Banpu North America Corporation ("BNAC") is a wholly owned subsidiary of BOG Co., Ltd. ("BOG"), which is a wholly owned subsidiary of BPCL. These securities are owned directly by BNAC and indirectly by BOG and BPCL.

Remarks:
The Reporting Persons herein may be deemed to be members of a "group" for purposes of the Securities Exchange Act of 1934, as amended. This filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any. Pursuant to a stockholders' agreement between BNAC and the Issuer, for so long as BPCL beneficially owns, directly or indirectly, 10% or more of the Issuer's voting stock, BNAC will have the right to designate for nomination to the board of directors of the Issuer a number of individuals approximately proportionate to such beneficial ownership, subject to certain limitations set forth in such stockholders' agreement. Therefore, each of BNAC, BOG and BPCL may be deemed to be a director by deputization of the Issuer.

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