Sec Form 4 Filing - Bayou Well Holdings Company, LLC @ Ranger Energy Services, Inc. - 2021-10-01

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
Bayou Well Holdings Company, LLC
2. Issuer Name and Ticker or Trading Symbol
Ranger Energy Services, Inc. [ RNGR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1251 LUMPKIN RD.
3. Date of Earliest Transaction (MM/DD/YY)
10/01/2021
(Street)
HOUSTON, TX77043
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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
Class A Common Stock 10/01/2021 C 450,000 A $ 0 ( 1 ) 450,000 D
Class B Common Stock 10/01/2021 C 450,000 D $ 0 ( 1 ) 0 D
Class A Common Stock 2,164,107 I By LLC ( 2 )
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
Units of RNGR Energy Services, LLC ( 3 ) $ 0 ( 1 ) 10/01/2021 C 450,000 ( 3 ) ( 3 ) Class A Common Stock 450,000 $ 0 ( 1 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bayou Well Holdings Company, LLC
1251 LUMPKIN RD.
HOUSTON, TX77043
X
Signatures
/s/ Brett T. Agee, President & CEO 11/01/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to the terms of the TRA Termination Agreement (as defined in the Issuer's Annual Report on Form 10-K for the year ended December 31, 2021) and the Amended and Restated Limited Liability Company Agreement of RNGR Energy Services, LLC ("Ranger LLC" and the "Ranger LLC Agreement"), units issued by Ranger LLC ("Ranger Units"), together with an equal number of shares of Class B Common Stock of the Issuer ("Class B Common Stock") which were cancelled for no consideration, were exchanged, on a one-for-one basis, for shares of Class A Common Stock.
( 2 )Reflects reporting person's proportionate interest in shares owned directly by Ranger Energy Holdings, LLC, in which the reporting person has a membership interest. The reporting person disclaims beneficial ownership of such shares except to the extent of its pecuniary interests therein.
( 3 )Subject to the terms of the Ranger LLC Agreement, Ranger Units are exchangeable from time to time (upon surrender for no consideration of an equal number of shares of the Class B Common Stock) for shares of Class A Common Stock. Each of Ranger LLC and the Issuer has the option to deliver cash in lieu of shares of Class A Common Stock upon the exercise of such exchange rights, subject to certain reclassification and retraction rights, as applicable. Shares of Class B Common Stock do not represent any economic interest in the Issuer, but each share of Class B Common Stock entitles its holder to one vote on all matters to be voted on by stockholders generally.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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