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.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
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NEW ERA HELIUM INC. (Name of Issuer) |
COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) |
64428N109 (CUSIP Number) |
E WILL GRAY 4501 Santa Rosa Drive, Midland, TX, 79707 432-695-6997 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
12/09/2024 (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.
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 (“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).
SCHEDULE 13D
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| CUSIP No. | 64428N109 |
| 1 |
Name of reporting person
Pecos Slope Holdings LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
TEXAS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
879,819.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
6.68 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
Based on 13,165,152 outstanding Common Stock as of December 16, 2024.
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
COMMON STOCK, PAR VALUE $0.0001 PER SHARE |
| (b) | Name of Issuer:
NEW ERA HELIUM INC. |
| (c) | Address of Issuer's Principal Executive Offices:
4501 Santa Rosa Drive, Midland,
TEXAS
, 79707. |
| Item 2. | Identity and Background |
| (a) | This Schedule 13D is filed on behalf of Pecos Slope Holdings LLC ("Pecos"). E. Will Gray II ("Mr. Gray") is the manager and sole shareholder of Pecos and exercises voting and dispositive control over the Common Stock registered in the name of Pecos. |
| (b) | The principal business address of the Pecos is 4501 Santa Rosa Drive, Midland, TX 79707. |
| (c) | The principal business of Pecos is oil and gas resources. |
| (d) | During the last five years, neither Pecos nor Mr. Gray has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). |
| (e) | During the last five years, neither Pecos nor Mr. Gray has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which resulted in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
| (f) | Pecos is organized under the laws of Texas. |
| Item 3. | Source and Amount of Funds or Other Consideration |
Pecos received 879,819 shares as consideration for services previously provided to the Company. | |
| Item 4. | Purpose of Transaction |
Other than as described therein, or as described under Item 5 below, Pecos does not currently have plans or proposals that relate to or would result in any of the transactions involving the Issuer described in subparagraphs (a) through (j) of Item 4 of Schedule 13D (although Pecos may from time to time consider pursuing or proposing any such transactions and, in that connection, may discuss, evaluate and/or pursue any such transactions with their respective advisors, the Issuer or other persons). | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | Pecos beneficially own 6.68% of the Issuer's Common Stock as of this date. Mr. Gray controls Pecos. The power to vote or dispose of the shares beneficially owned by Mr. Gray is not shared. |
| (b) | Number of shares as to which Pecos has:Sole power to vote or to direct vote: 879,819.Shared power to vote or to direct the vote: 0.Sole power to dispose or to direct the disposition of: 879,819.Shared power to dispose or to direct the disposition of: 0. |
| (c) | Not applicable. |
| (d) | Not applicable. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Not applicable. | |
| Item 7. | Material to be Filed as Exhibits. |
Not applicable. |
| 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.
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