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.
- Peter Lynch
What is insider trading>>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Chesapeake Energy Corporation
(Name of Issuer)
Common Stock, $0.01 par value per share
(Title of Class of Securities)
165167735
(CUSIP Number)
December 31, 2022
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ | Rule 13d-1(b) |
☒ | Rule 13d-1(c) |
☐ | Rule 13d-1(d) |
* | The remainder of this cover page shall be filled out for a reporting persons 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 (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).
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
BX Vine (PUB) Aggregator L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN |
2
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
BX Vine Oil & Gas Aggregator L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN |
3
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
BX Vine ML Holdco L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) xA0;☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
11,500,000 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
11,500,000 | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,500,000 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.6% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN |
4
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
BX Vine ML Holdco GP L.L.C. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
11,500,000 | ||||
6 | ; | SHARED VOTING POWER
0 | ||||
7 | SOLE DISPOSITIVE POWER
11,500,000 | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,500,000 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.6% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
5
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
BX Vine Intermediate Holdco L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
12,665,899 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
12,665,899 | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,665,899 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN |
6
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
BCP VI/BEP II/BEP Holdings Manager L.L.C. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
12,665,899 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
12,665,899 | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,665,899 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
7
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
Blackstone Energy Management Associates II L.L.C. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
12,665,899 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
12,665,899 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,665,899 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
8
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
Blackstone Energy Management Associates L.L.C. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
12,665,899 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
12,665,899 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,665,899 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
9
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
Blackstone Management Associates VI L.L.C. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
12,665,899 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
12,665,899 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,665,899 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
10
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
Blackstone EMA II L.L.C. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
12,665,899 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
12,665,899 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,665,899 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
11
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
Blackstone EMA L.L.C. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
12,665,899 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
12,665,899 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,665,899 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
12
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
BMA VI L.L.C. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
12,665,899 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
12,665,899 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,665,899 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
13
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
Blackstone Holdings III L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Quebec, Canada |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
12,665,899 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
12,665,899 | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,665,899 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN |
14
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
Blackstone Holdings III GP L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
12,665,899 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
12,665,899 | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,665,899 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN |
15
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
Blackstone Holdings III GP Management L.L.C. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
12,665,899 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
12,665,899 | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,665,899 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
16
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
Blackstone Inc. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
12,665,899 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
12,665,899 | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,665,899 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO |
17
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
Blackstone Group Management L.L.C. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
12,665,899 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
12,665,899 | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,665,899 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
18
CUSIP No. 165167735
1 |
NAMES OF REPORTING PERSONS
Stephen A. Schwarzman | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
12,665,899 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
12,665,899 | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,665,899 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN |
19
Item 1. | (a). Name of Issuer Chesapeake Energy Corporation (the Issuer)
(b). Address of Issuers Principal Executive Office
6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
Item 2(a). | Name of Person Filing |
Item 2(b). | Address of Principal Business Office |
Item 2(c). | Citizenship |
Each of the following is hereinafter individually referred to as a Reporting Person and collectively as the Reporting Persons. This statement is filed on behalf of:
(i) | BX Vine (Pub) Aggregator L.P. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
(ii) | BX Vine Oil & Gas Aggregator L.P. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
(iii) | BX Vine ML Holdco L.P. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
(iv) | BX Vine ML Holdco GP L.L.C. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
(v) | BX Vine Intermediate Holdco L.P. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
20
(vi) | BCP VI/BEP II/BEP Holdings Manager L.L.C. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
(vii) | Blackstone Energy Management Associates II L.L.C. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
(viii) | Blackstone Energy Management Associates L.L.C. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
(ix) | Blackstone Management Associates VI L.L.C. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
(x) | Blackstone EMA II L.L.C. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
(xi) | Blackstone EMA L.L.C. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
(xii) | BMA VI L.L.C. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
(xiii) | Blackstone Holdings III L.P. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: Quebec, Canada
(xiv) | Blackstone Holdings III GP L.P. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
21
(xv) | Blackstone Holdings III GP Management L.L.C. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
(xvi) | Blackstone Inc. |
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
(xvii) | Blackstone Group Management L.L.C. |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
(xviii) | Stephen A. Schwarzman |
c/o Blackstone Inc.
345 Park Avenue
New York, NY 10154
Citizenship: United States
BX Vine ML Holdco L.P. directly holds 11,500,000 shares of Common Stock and BX Vine Intermediate Holdco L.P. directly holds 1,165,899 shares of Common Stock (collectively, the Blackstone Investors). BX Vine ML Holdco GP L.L.C. is the general partner of BX Vine ML Holdco L.P. BX Vine Intermediate Holdco L.P. is the sole member of BX Vine ML Holdco GP L.L.C. BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine Intermediate Holdco L.P. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. The sole member of Blackstone Energy Management Associates II L.L.C. is Blackstone EMA II L.L.C. The sole member of Blackstone Energy Management Associates L.L.C. is Blackstone EMA L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. is Blackstone Holdings III L.P. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P.
The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstones senior managing directors and controlled by its founder, Stephen A. Schwarzman.
Each such Reporting Person may be deemed to beneficially own the shares of Common Stock (as defined below) beneficially owned by the Blackstone Investors directly or indirectly controlled by it or him, but neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission that any Reporting Person (other than the Blackstone Investors to the extent they directly hold Common Stock) is the beneficial owner of the Common Stock referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the Act), or for any other purpose and each of the Reporting Persons expressly disclaims beneficial ownership of such shares. The filing of this statement should not be construed to be an admission that any member of the Reporting Persons are members of a group for the purposes of Sections 13(d) and 13(g) of the Act.
Item 2(d). | Title of Class of Securities |
Common Stock, $0.01 par value per share (the Common Stock).
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Item 2(e). | CUSIP Number |
165167735
Item 3. | If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: |
Not applicable.
Item 4. | Ownership |
(a) | Amount beneficially owned: |
Calculations of the percentage of shares of Common Stock beneficially owned are based on 133,971,136 shares of Common Stock outstanding as of October 28, 2022, as described in the Quarterly Report on Form 10-Q filed by the Issuer with the Securities and Exchange Commission on November 1, 2022. Each of the Reporting Persons may be deemed to be the beneficial owner of the shares of Common Stock listed on such Reporting Persons cover page.
As of the date hereof, BX Vine ML Holdco L.P. directly holds 11,500,000 shares of Common Stock and BX Vine Intermediate Holdco L.P. directly holds 1,165,899 shares of Common Stock.
(b) | Percent of class: |
As of the date hereof, each of the Reporting Persons may be deemed to be the beneficial owner of the percentage of shares of Common Stock listed on such Reporting Persons cover page.
(c) | Number of Shares as to which the Reporting Person has: |
(i) | Sole power to vote or to direct the vote: |
See each cover page hereof.
(ii) | Shared power to vote or to direct the vote: |
See each cover page hereof.
(iii) | Sole power to dispose or to direct the disposition of: |
See each cover page hereof.
(iv) | Shared power to dispose or to direct the disposition of: |
See each cover page hereof.
Item 5. | Ownership of Five Percent or Less of a Class |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ☐
As of December 31, 2022, BX Vine (Pub) Aggregator L.P. and BX Vine Oil & Gas Aggregator L.P. no longer beneficially own any Common Stock of the Issuer. This statement represents an exit filing for BX Vine (Pub) Aggregator L.P. and BX Vine Oil & Gas Aggregator L.P.
Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
Not applicable.
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company |
Not applicable.
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Item 8. | Identification and Classification of Members of the Group |
Not applicable.
Item 9. | Notice of Dissolution of Group |
Not applicable.
Item 10. | Certification |
Each of the Reporting Persons hereby makes the following certification:
By signing below the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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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 9, 2023
BX VINE (PUB) AGGREGATOR L.P. | ||
By: | BCP VI/BEP II/BEP Holdings Manager | |
L.L.C., its general partner | ||
By: | /s/ Christopher Striano | |
Name: | Christopher Striano | |
Title: | Senior Managing Director and Chief Operating Officer of Global Finance | |
BX VINE OIL & GAS AGGREGATOR L.P. | ||
By: | BCP VI/BEP II/BEP Holdings Manager L.L.C., its general partner | |
By: | /s/ Christopher Striano | |
Name: | Christopher Striano | |
Title: | Senior Managing Director and Chief Operating Officer of Global Finance | |
BX VINE ML HOLDCO L.P. | ||
By: | BX Vine ML Holdco GP L.L.C., its general partner | |
By: | /s/ Christopher Striano | |
Name: | Christopher Striano | |
Title: | Manager | |
BX VINE ML HOLDCO GP L.L.C. | ||
By: | /s/ Christopher Striano | |
Name: | Christopher Striano | |
Title: | Manager | |
BX VINE INTERMEDIATE HOLDCO L.P. | ||
By: | BCP VI/BEP II/BEP Holdings Manager L.L.C., its general partner | |
By: | /s/ Christopher Striano | |
Name: | Christopher Striano | |
Title: | Senior Managing Director and Chief Operating Officer of Global Finance |
BCP VI/BEP II/BEP HOLDINGS MANAGER L.L.C. | ||
By: | /s/ Christopher Striano | |
Name: | Christopher Striano | |
Title: | Senior Managing Director and Chief Operating Officer of Global Finance | |
BLACKSTONE MANAGEMENT ASSOCIATES VI L.L.C. | ||
By: | BMA VI L.L.C., its sole member | |
By: | /s/ Tabea Hsi | |
Name: | Tabea Hsi | |
Title: | Authorized Signatory | |
BLACKSTONE ENERGY MANAGEMENT ASSOCIATES II L.L.C. | ||
By: Blackstone EMA II L.L.C., its sole member | ||
By: | /s/ Tabea Hsi | |
Name: | Tabea Hsi | |
Title: | Authorized Signatory | |
BLACKSTONE ENERGY MANAGEMENT ASSOCIATES L.L.C. | ||
By: | Blackstone EMA L.L.C., its sole member | |
By: | /s/ Tabea Hsi | |
Name: | Tabea Hsi | |
Title: | Authorized Signatory |
BMA VI L.L.C. | ||
By: | /s/ Tabea Hsi | |
Name: | Tabea Hsi | |
Title: | Authorized Signatory | |
BLACKSTONE EMA II L.L.C. | ||
By: | /s/ Tabea Hsi | |
Name: | Tabea Hsi | |
Title: | Authorized Signatory | |
BLACKSTONE EMA L.L.C. | ||
By: | /s/ Tabea Hsi | |
Name: | Tabea Hsi | |
Title: | Authorized Signatory | |
BLACKSTONE HOLDINGS III L.P. | ||
By: Blackstone Holdings III GP L.P., its general partner | ||
By: Blackstone Holdings III GP Management L.L.C., its general partner | ||
By: | /s/ Tabea Hsi | |
Name: | Tabea Hsi | |
Title: | Senior Managing Director | |
BLACKSTONE HOLDINGS III GP L.P. | ||
By: Blackstone Holdings III GP Management L.L.C., its general partner | ||
By: | /s/ Tabea Hsi | |
Name: | Tabea Hsi | |
Title: | Senior Managing Director | |
BLACKSTONE HOLDINGS III GP MANAGEMENT L.L.C. | ||
By: | /s/ Tabea Hsi | |
Name: | Tabea Hsi | |
Title: | Senior Managing Director |
BLACKSTONE INC. | ||
By: | /s/ Tabea Hsi | |
Name: | Tabea Hsi | |
Title: | Senior Managing Director | |
BLACKSTONE GROUP MANAGEMENT L.L.C. | ||
By: | /s/ Tabea Hsi | |
Name: | Tabea Hsi | |
Title: | Senior Managing Director | |
/s/ Stephen A. Schwarzman | ||
STEPHEN A. SCHWARZMAN |
[Chesapeake Energy Corporation Schedule 13G/A]
EXHIBIT LIST
Exhibit A | Joint Filing Agreement, dated February 9, 2023, among the Reporting Persons (filed herewith). |