Sec Form 13G Filing - WEXFORD CAPITAL LP filing for MAMMOTH ENERGY SERVICES INC. (TUSK) - 2023-02-01

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(AMENDMENT NO. 6)

(Name of Issuer)

Common Stock, $0.01 par value

__________________________

(Title of Class of Securities)

56155L108

__________________________________________

(CUSIP Number)

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

This Amendment No. 6 (this “Amendment”) modifies and supplements the 13G initially filed on February 8, 2017, as amended by Amendment No. 1 filed on February 14, 2018, Amendment No. 2 filed on February 11, 2019, Amendment No. 3 filed February 14, 2020, Amendment No. 4 filed on February 5, 2021 and Amendment No. 5 filed on February 9, 2022 (the “Statement”), with respect to common stock, $0.01 par value per share (the “Common Stock”), of Mammoth Energy Services, Inc., a Delaware corporation (the “Company”). Except to the extent supplemented by the information contained in this Amendment, the Statement, as amended as provided herein, remains in full force and effect. Capitalized terms used herein without definition have the respective meanings ascribed to them in the Statement.

Item 1 should be deleted in its entirety and replaced with the following:

Item 1.

Mammoth Energy Services, Inc.

14201 Caliber Drive, Suite 300

Oklahoma City, Oklahoma 73134

Item 2 should be deleted in its entirety and replaced with the following:

Item 2.

(i)	Wexford Capital LP

(ii)	Wexford GP LLC

(iii)

Charles E. Davidson

(iv)	Joseph M. Jacobs

777 South Flagler Drive, Suite 602 East

West Palm Beach, FL 33401

(i)	Wexford Capital LP – Delaware

(ii)	Wexford GP LLC - Delaware

(iii)

Charles E. Davidson - United States

(iv)	Joseph M. Jacobs – United States

Common Stock, $0.01 par value

 56155L108

Item 4 should be deleted in its entirety and replaced with the following:

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

         See rows (9) and (11) of the cover pages to this Statement for the aggregate number of shares of Common Stock and percentages of the shares of Common Stock beneficially owned by each Reporting Person.  See rows (5) through (8) of the cover pages to this Statement for the number of shares of Common Stock as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.  The information set forth is on the basis of 47,312,270 shares of Common Stock issued and outstanding as of October 26, 2022, as reported by the Issuer in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on October 28, 2022.

Wexford Capital LP (“Wexford Capital”) may, by reason of its status as (i) sub-advisor of each of Wexford Spectrum Trading Limited (“WST”) an d Wexford Catalyst Trading Limited (“WCT”), (ii) managing member of Wexford Focused Investors LLC (“WFI”) and (iii) manager of MEH SUB LLC (“MEH”, and together with WST, WCT and WFI, the “Wexford Entities”), be deemed to own beneficially the securities held by the Wexford Entities. Wexford GP LLC (“Wexford GP”) may, as the General Partner of Wexford Capital, be deemed to own beneficially the securities held by the Wexford Entities. Each of Charles E. Davidson (“Davidson”) and Joseph M. Jacobs (“Jacobs”) may, by reason of his status as a controlling person of Wexford GP, be deemed to own beneficially the securities held by the Wexford Entities. Each of Wexford Capital, Wexford GP, Davidson and Jacobs share the power to vote and to dispose of the securities beneficially owned by the Wexford Entities.  Each of Wexford Capital, Wexford GP, Davidson and Jacobs disclaim beneficial ownership of the securities owned by the Wexford Entities and this report shall not be deemed as an admission that they are the beneficial owners of such securities except, in the case of Davidson and Jacobs, to the extent of any respective pecuniary interests therein.

Item 6 should be deleted in its entirety and replaced with the following:

         The Wexford Entities have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock reported herein.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

DATED: February 1, 2023                   COMPANY NAME