Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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- Peter Lynch
What is insider trading>>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934 (Amendment No. 3)*
Crescent Energy Company
(Name of Issuer)
Class A Common Stock, Par Value of $0.0001 Per Share
(Title of Class of Securities)
44952J 104
(CUSIP Number)
Brandi Kendall Vice President
PT Independence Energy Holdings LLC c/o Liberty Mutual
Insurance
175 Berkeley Street
Boston, Massachusetts 02116
(713) 481-7782
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
August 5, 2024
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject
of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box: ☐
Note:
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
* |
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 disclosures provided in a prior cover page.
|
The information required on 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 (the “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).
(Continued on following pages)
1
|
NAME OF REPORTING PERSON
PT Independence Energy Holdings LLC
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a): ☒ (b): ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
OO (see Item 3)
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
0 shares
|
|||
8
|
SHARED VOTING POWER
|
||
36,813,628 shares (1)
|
|||
9
|
SOLE DISPOSITIVE POWER
|
||
0 shares
|
|||
10
|
SHARED DISPOSITIVE POWER
|
||
36,813,628 shares (1)
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,813,628 shares (1)
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
18.4% (2)
|
||
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Consists of shares of Class B Common Stock, par value $0.0001 per share, of Crescent Energy Company (the “Issuer” and such stock, “Class B Common Stock”) and an equivalent number of
units representing limited liability company interests of Crescent Energy OpCo LLC ( “OpCo”, and such units, “OpCo LLC Units”), which together are
exchangeable for shares of Class A Common Stock, par value $0.0001 per share of the Issuer (“Class A Common Stock”), on a one-for-one basis pursuant
to the Amended and Restated LLC Agreement of OpCo (“OpCo LLC Agreement”).
|
(2)
|
Based on a combined total of 199,930,229 shares of Class A Common Stock of the Issuer outstanding, as reported in the
Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on August 5, 2024. This combined total consists
of (a) 111,516,601 shares of Class A Common Stock outstanding as of July 29, 2024, (b) approximately 51,600,000 shares of Class A Common Stock issued on July 30, 2024 in connection with the SilverBow Mergers (as defined below) and (c)
assumes that all 36,813,628 shares of Class B Common Stock beneficially owned by the Reporting Persons (as defined in Item 2), along with an equivalent number of OpCo LLC Units (and no other shares of Class B Common Stock or OpCo LLC
Units), were exchanged for newly-issued shares of Class A Common Stock on a one-for-one basis, but excludes 29,134,496 shares of Class B Common Stock exchangeable for shares of Class A Common Stock held by other shareholders.
|
1
|
NAME OF REPORTING PERSON
Liberty Energy Holdings LLC
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a): ☒ (b): ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
OO (see Item 3)
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
0 shares
|
|||
8
|
SHARED VOTING POWER
|
||
36,854,746 shares (1)
|
|||
9
|
SOLE DISPOSITIVE POWER
|
||
0 shares
|
|||
10
|
SHARED DISPOSITIVE POWER
|
||
36,854,746 shares (1)
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,854,746 shares (1)
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
18.4% (2)
|
||
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Consists of 41,118 shares of Class A Common Stock and 36,813,628 shares of Class B Common Stock and an equivalent number of
OpCo LLC Units, which together are exchangeable for shares of Class A Common Stock on a one-for-one basis pursuant to the OpCo LLC Agreement. Does not include the 28,622 restricted stock units that were issued in April 2024 to the director
designees of the Reporting Persons.
|
(2)
|
Based on a combined total of 199,930,229 shares of Class A Common Stock of the Issuer outstanding, as reported in the
Issuer’s Quarterly Report on Form 10-Q filed with the SEC on August 5, 2024. This combined total consists of (a) 111,516,601 shares of Class A Common Stock outstanding as of July 29, 2024, (b) approximately 51,600,000 shares of Class A
Common Stock issued on July 30, 2024 in connection with the SilverBow Mergers (as defined below) and (c) assumes that all 36,813,628 shares of Class B Common Stock beneficially owned by the Reporting Persons (as defined in Item 2), along
with an equivalent number of OpCo LLC Units (and no other shares of Class B Common Stock or OpCo LLC Units), were exchanged for newly-issued shares of Class A Common Stock on a one-for-one basis, but excludes 29,134,496 shares of Class B
Common Stock exchangeable for shares of Class A Common Stock held by other shareholders.
|
1
|
NAME OF REPORTING PERSON
Liberty Mutual Insurance Company
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a): ☒ (b): ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
OO (see Item 3)
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
0 shares
|
|||
8
|
SHARED VOTING POWER
|
||
36,854,746 shares (1)
|
|||
9
|
SOLE DISPOSITIVE POWER
|
||
0 shares
|
|||
10
|
SHARED DISPOSITIVE POWER
|
||
36,854,746 shares (1)
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,854,746 shares (1)
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
18.4% (2)
|
||
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Consists of 41,118 shares of Class A Common Stock and 36,813,628 shares of Class B Common Stock and an equivalent number of
OpCo LLC Units, which together are exchangeable for shares of Class A Common Stock on a one-for-one basis pursuant to the OpCo LLC Agreement. Does not include the 28,622 restricted stock units that were issued in April 2024 to the director
designees of the Reporting Persons.
|
(2)
|
Based on a combined total of 199,930,229 shares of Class A Common Stock of the Issuer outstanding, as reported in the
Issuer’s Quarterly Report on Form 10-Q filed with the SEC on August 5, 2024. This combined total consists of (a) 111,516,601 shares of Class A Common Stock outstanding as of July 29, 2024, (b) approximately 51,600,000 shares of Class A
Common Stock issued on July 30, 2024 in connection with the SilverBow Mergers (as defined below) and (c) assumes that all 36,813,628 shares of Class B Common Stock beneficially owned by the Reporting Persons (as defined in Item 2), along
with an equivalent number of OpCo LLC Units (and no other shares of Class B Common Stock or OpCo LLC Units), were exchanged for newly-issued shares of Class A Common Stock on a one-for-one basis, but excludes 29,134,496 shares of Class B
Common Stock exchangeable for shares of Class A Common Stock held by other shareholders.
|
1
|
NAME OF REPORTING PERSON
Liberty Mutual Group Inc.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a): ☒ (b): ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
OO (see Item 3)
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
0 shares
|
|||
8
|
SHARED VOTING POWER
|
||
36,854,746 shares (1)
|
|||
9
|
SOLE DISPOSITIVE POWER
|
||
0 shares
|
|||
10
|
SHARED DISPOSITIVE POWER
|
||
36,854,746 shares (1)
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,854,746 shares (1)
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
18.4% (2)
|
||
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Consists of 41,118 shares of Class A Common Stock and 36,813,628 shares of Class B Common Stock and an equivalent number of
OpCo LLC Units, which together are exchangeable for shares of Class A Common Stock on a one-for-one basis pursuant to the OpCo LLC Agreement. Does not include the 28,622 restricted stock units that were issued in April 2024 to the director
designees of the Reporting Persons.
|
(2)
|
Based on a combined total of 199,930,229 shares of Class A Common Stock of the Issuer outstanding, as reported in the
Issuer’s Quarterly Report on Form 10-Q filed with the SEC on August 5, 2024. This combined total consists of (a) 111,516,601 shares of Class A Common Stock outstanding as of July 29, 2024, (b) approximately 51,600,000 shares of Class A
Common Stock issued on July 30, 2024 in connection with the SilverBow Mergers (as defined below) and (c) assumes that all 36,813,628 shares of Class B Common Stock beneficially owned by the Reporting Persons (as defined in Item 2), along
with an equivalent number of OpCo LLC Units (and no other shares of Class B Common Stock or OpCo LLC Units), were exchanged for newly-issued shares of Class A Common Stock on a one-for-one basis, but excludes 29,134,496 shares of Class B
Common Stock exchangeable for shares of Class A Common Stock held by other shareholders.
|
1
|
NAME OF REPORTING PERSON
LMHC Massachusetts Holdings Inc.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a): ☒ (b): ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
OO (see Item 3)
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
0 shares
|
|||
8
|
SHARED VOTING POWER
|
||
36,854,746 shares (1)
|
|||
9
|
SOLE DISPOSITIVE POWER
|
||
0 shares
|
|||
10
|
SHARED DISPOSITIVE POWER
|
||
36,854,746 shares (1)
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,854,746 shares (1)
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
18.4% (2)
|
||
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Consists of 41,118 shares of Class A Common Stock and 36,813,628 shares of Class B Common Stock and an equivalent number of
OpCo LLC Units, which together are exchangeable for shares of Class A Common Stock on a one-for-one basis pursuant to the OpCo LLC Agreement. Does not include the 28,622 restricted stock units that were issued in April 2024 to the director
designees of the Reporting Persons.
|
(2)
|
Based on a combined total of 199,930,229 shares of Class A Common Stock of the Issuer outstanding, as reported in the
Issuer’s Quarterly Report on Form 10-Q filed with the SEC on August 5, 2024. This combined total consists of (a) 111,516,601 shares of Class A Common Stock outstanding as of July 29, 2024, (b) approximately 51,600,000 shares of Class A
Common Stock issued on July 30, 2024 in connection with the SilverBow Mergers (as defined below) and (c) assumes that all 36,813,628 shares of Class B Common Stock beneficially owned by the Reporting Persons (as defined in Item 2), along
with an equivalent number of OpCo LLC Units (and no other shares of Class B Common Stock or OpCo LLC Units), were exchanged for newly-issued shares of Class A Common Stock on a one-for-one basis, but excludes 29,134,496 shares of Class B
Common Stock exchangeable for shares of Class A Common Stock held by other shareholders.
|
1
|
NAME OF REPORTING PERSON
Liberty Mutual Holding Company Inc.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a): ☒ (b): ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
OO (see Item 3)
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
0 shares
|
|||
8
|
SHARED VOTING POWER
|
||
36,854,746 shares (1)
|
|||
9
|
SOLE DISPOSITIVE POWER
|
||
0 shares
|
|||
10
|
SHARED DISPOSITIVE POWER
|
||
36,854,746 shares (1)
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,854,746 shares (1)
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
18.4% (2)
|
||
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Consists of 41,118 shares of Class A Common Stock and 36,813,628 shares of Class B Common Stock and an equivalent number of
OpCo LLC Units, which together are exchangeable for shares of Class A Common Stock on a one-for-one basis pursuant to the OpCo LLC Agreement. Does not include the 28,622 restricted stock units that were issued in April 2024 to the director
designees of the Reporting Persons.
|
(2)
|
Based on a combined total of 199,930,229 shares of Class A Common Stock of the Issuer outstanding, as reported in the
Issuer’s Quarterly Report on Form 10-Q filed with the SEC on August 5, 2024. This combined total consists of (a) 111,516,601 shares of Class A Common Stock outstanding as of July 29, 2024, (b) approximately 51,600,000 shares of Class A
Common Stock issued on July 30, 2024 in connection with the SilverBow Mergers (as defined below) and (c) assumes that all 36,813,628 shares of Class B Common Stock beneficially owned by the Reporting Persons (as defined in Item 2), along
with an equivalent number of OpCo LLC Units (and no other shares of Class B Common Stock or OpCo LLC Units), were exchanged for newly-issued shares of Class A Common Stock on a one-for-one basis, but excludes 29,134,496 shares of Class B
Common Stock exchangeable for shares of Class A Common Stock held by other shareholders.
|
Explanatory Note
This Amendment No. 3 (this “Amendment”) amends the statement on Schedule 13D originally filed by PT Independence Energy Holdings, LLC, Liberty Energy Holdings, LLC, Liberty Mutual Insurance Company, Liberty Mutual Group Inc., LMHC
Massachusetts Holdings Inc. and Liberty Mutual Holding Company Inc. (collectively, the “Reporting Persons”) on December 17, 2021, as amended by that certain Amendment
No. 1 to the Schedule 13D filed on September 14, 2022, and as further amended by that certain Amendment No. 2 to the Schedule 13D, filed on May 17, 2024 (as so amended, the “Schedule
13D”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings ascribed to such terms in the Schedule 13D. Except as otherwise provided herein, each Item of the Schedule 13D remains unchanged.
This Amendment is being filed in connection with the closing of the mergers contemplated by that certain
Agreement and Plan of Merger, dated May 15, 2024, by and among the Issuer, SilverBow Resources, Inc. (“SilverBow”), and the other parties thereto (the “SilverBow Mergers”), pursuant to which the Issuer issued approximately 51.6
million shares of Class A Common Stock to former stockholders and equity award holders of SilverBow as reported on the Issuer's Form 10-Q filed on August 5, 2024. The SilverBow Mergers had a dilutive effect on current stockholders of the Issuer,
and accordingly, the percent of Class A Common Stock beneficially owned by the Reporting Persons decreased, as reflected in this Schedule 13D.
Item 2. Identity and Background.
Item 2(a)-(c) is hereby deleted in its entirety and replaced with the following:
(a)
|
, (f) This Schedule 13D is being filed pursuant to Rule 13d-1(a) under the Act, by:
|
(i)
|
PT Independence Energy Holdings LLC, a Delaware limited liability company;
|
(ii)
|
Liberty Energy Holdings, LLC, a Delaware limited liability company;
|
(iii)
|
Liberty Mutual Insurance Company, a Massachusetts corporation;
|
(iv)
|
Liberty Mutual Group Inc., a Massachusetts corporation;
|
(v)
|
LMHC Massachusetts Holdings Inc., a Massachusetts corporation; and
|
(vi)
|
Liberty Mutual Holding Company Inc., a Massachusetts corporation (the persons and entities listed in items (i)
through (vi) are collectively referred to herein as the “Reporting Persons”).
|
PT Independence Energy Holdings LLC (“PT
Reporting Person”) is the direct beneficial owner of the securities reported in this Schedule 13D, other than with respect to 41,118 shares of Class A Common Stock that Liberty Energy Holdings LLC (“Holdings”) is the direct beneficial owner of. Holdings, a member of PT Reporting Person, has the sole right to vote or dispose of the shares of class B common stock, par value $0.0001 per
share (“Class B Common Stock”), of the Issuer and units in Crescent Energy OpCo LLC (the “OpCo
LLC Units”) held by the PT Reporting Person. Therefore, Holdings is deemed to have beneficial ownership of the shares of Class B Common Stock and OpCo LLC Units. The sole member of Holdings is Liberty Mutual Insurance Company (“Liberty Mutual”), which is wholly owned by Liberty Mutual Group Inc. The sole shareholder of Liberty Mutual Group Inc. is LMHC Massachusetts Holdings Inc., whose sole
shareholder is Liberty Mutual Holding Company Inc. Because Liberty Mutual Holding Company Inc. is a mutual holding company, its members are entitled to vote at meetings of the company. No such member is entitled to cast 5% or more of the votes.
The Reporting Persons and Independence Energy Aggregator L.P. (“Aggregator L.P.”) may be deemed to constitute a group for purposes of Section 13(d) due to the terms of the Specified Rights Agreement. However, neither the Reporting Persons nor Aggregator L.P. have voting
or dispositive power over the other party’s shares of Class A Common Stock or securities convertible into or exercisable for shares of Class A Common Stock, including any OpCo LLC Units or shares of Class B Common Stock. As of April 3, 2024,
Aggregator L.P. had beneficial ownership over 29,134,496 shares of Class B Common Stock and 29,134,496 OpCo LLC Units (which together are exchangeable for Class A Common Stock on a one-for-one basis), in addition to the Series I preferred stock,
$0.0001 par value per share, of the Issuer.
Each of Messrs. David H. Long, Francis A. Doyle, Joseph L. Hooley, Timothy M.
Sweeney, Angel A. Ruiz, George Serafeim, Martin P. Slark, Eric A. Spiegel and William C. Van Faasen and Mmes. Myrtle S. Potter, Nancy W. Quan, Ellen A. Rudnick, Annette M. Verschuren, O.C. and Anne Waleski, is a director of Liberty Mutual Holding
Company, Inc. The executive officers of Liberty Mutual Holding Company, Inc. are Messrs. David H. Long, Timothy M. Sweeney, Vlad Y. Barbalat, Damon Hart, Leonid Rasin, Nik Vasilakos, James M. MacPhee, James M. McGlennon, Christopher L. Peirce, Paul
Sanghera and Mark C. Touhey and Mmes. Neeti Bhalla Johnson and Melanie M. Foley.
Each of the directors and officers listed above is a United States citizen, other than George Serafeim, who is
a citizen of Canada, Paul Sanghera, who is a citizen of Canada, and Annette M. Verschuren, O.C., who is a citizen of Greece.
The Reporting Persons have entered into a joint filing agreement, a copy of which was attached to the Schedule 13D as Exhibit A.
(b)
|
The address of the business office of each of the Reporting Persons is 175 Berkeley Street, Boston, Massachusetts
02116.
|
(c)
|
Each of Holdings, LMHC Massachusetts Holdings Inc. and Liberty Mutual Holding Company Inc. is principally engaged as a holding company. PT
Reporting Person is principally engaged in the business of oil and natural gas exploration and production. Liberty Mutual Group Inc. and Liberty Mutual is principally engaged providing diversified global insurance services.
|
The present principal occupation of each of the other individuals named in Item 2 is listed on Annex A.
Item 5. Interest in Securities of the Issuer.
Item 5(a) and (b) are hereby amended as follows:
The response of the Reporting Persons to rows 7 through 13 on the cover page of this Amendment is
incorporated by reference herein.
SIGNATURES
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.
Date: August 9, 2024
PT INDEPENDENCE ENERGY HOLDINGS LLC
|
||
By:
|
/s/ Brandi Kendall
|
|
Name:
|
Brandi Kendall
|
|
Title:
|
Vice President
|
|
LIBERTY ENERGY HOLDINGS, LLC
|
||
By:
|
/s/ Bevin Brown
|
|
Name:
|
Bevin Brown
|
|
Title:
|
Vice President
|
|
LIBERTY MUTUAL INSURANCE COMPANY
|
||
By:
|
/s/ Vlad Barbalat
|
|
Name:
|
Vlad Barbalat
|
|
Title:
|
Executive Vice President
|
|
LIBERTY MUTUAL GROUP INC.
|
||
By:
|
/s/ Vlad Barbalat
|
|
Name:
|
Vlad Barbalat
|
|
Title:
|
Executive Vice President
|
|
LMHC MASSACHUSETTS HOLDINGS INC.
|
||
By:
|
/s/ Vlad Barbalat
|
|
Name:
|
Vlad Barbalat
|
|
Title:
|
Executive Vice President
|
|
LIBERTY MUTUAL HOLDING COMPANY INC.
|
||
By:
|
/s/ Vlad Barbalat
|
|
Name:
|
Vlad Barbalat
|
|
Title:
|
Executive Vice President
|
Annex A
Directors and Officers of Liberty Mutual Holding Company Inc.
The following sets forth the name and principal occupation of each of the directors and
officers of Liberty Mutual Holding Company Inc. Each of such persons is a citizen of the United States other than Annette M. Verschuren, O.C., who is a citizen of Canada.
Name
|
Principal Occupation
|
David H. Long
|
Chairman of Liberty Mutual Holding Company Inc.
|
Joseph L. Hooley
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Retired Chairman and former Chief Executive Officer of State Street Corporation
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Timothy M. Sweeney
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Chief Executive Officer and President of Liberty Mutual Holding Company Inc.
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Myrtle S. Potter
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Retired CEO, Sumitomo Pharma America, Inc.
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Nancy W. Quan
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EVP & Global Chief Technical and Innovation Officer, The Coca-Cola Company
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Ellen A. Rudnick
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Senior Advisor, Polsky Center for Entrepreneurship and Innovation, University of Chicago
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Angel A. Ruiz
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Chairman, MediaKind
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George Serafeim
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Charles M. Williams Professor of Business Administration, Harvard Business School
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Martin P. Slark
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Retired Chief Executive Officer, Molex LLC
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Eric A. Spiegel
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Retired President and Chief Executive Officer, Siemens Corporation
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Annette M. Verschuren, O.C.
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Chair and Chief Executive Officer, NRStor Inc.
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Anne G. Waleski
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Retired Chief Financial Officer of Markel Corporation
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Vlad Y. Barbalat
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Executive Vice President and Chief Investment Officer; President, Liberty Mutual Investments
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Neeti Bhalla Johnson
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Executive Vice President; President, Global Risk Solutions
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Monica Caldas
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Executive Vice President and Chief Information Officer
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Melanie M. Foley
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Executive Vice President, Chief Purpose and Diversity Equity and Inclusion Officer and Assistant Secretary
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Damon Hart
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Executive Vice President, Secretary and Chief Legal Officer
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James M. MacPhee
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Executive Vice President and Chief Operating Officer
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Hamid T. Mirza
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Executive Vice President and President, US Retail Markets
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Christopher L. Peirce
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Executive Vice President and Chief Financial Officer
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Leonid Rasin
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Executive Vice President and Corporate Actuary
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Paul Sanghera
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Executive Vice President and Comptroller
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Ann T. Stanberry
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Executive Vice President, Chief Strategy Officer and Assistant Secretary
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Nik Vasilakos
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Executive Vice President and Treasurer
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