SCHEDULE 13D
1
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NAMES OF REPORTING PERSONS
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GPOR Distribution Trust
86-6764299
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
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(a) [ ]
(b) [ ]
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
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OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
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[ ]
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Texas
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
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9,829,548
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8
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SHARED VOTING POWER
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None
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9
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SOLE DISPOSITIVE POWER
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9,829,548
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10
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SHARED DISPOSITIVE POWER
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None
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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9,829,548
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
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[ ]
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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21.1%
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14
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TYPE OF REPORTING PERSON (See Instructions)
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OO
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Item 1. Security and Issuer
This Schedule 13D relates to the 9,829,548 shares of common stock (the “Subject Shares”) of Mammoth Energy Services, Inc. (the “Issuer”), owned by the GPOR Distribution Trust (the “Reporting Person” or the “Trust”).
The address of the Issuer is 14201 Caliber Drive, Suite 300, Oklahoma City, Oklahoma 73134.
Item 2. Identity and Background
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(a)
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The name of the Reporting Person is GPOR Distribution Trust
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(b)
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The business address of the Reporting Person is c/o Conway MacKenzie Management Services, LLC, 909 Fannin Street Suite #4000 Houston, TX 77010.
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(d)
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During the past five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
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(e)
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During the last five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which as a result of such proceeding was or is subject to 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 violations with respect to such laws.
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(f)
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Citizenship: The Reporting Person was formed under the laws of the State of Texas.
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Item 3. Source and Amount of Funds or Other Consideration
The Subject Shares were transferred to the Reporting Person by Gulfport Energy Corporation (“Gulfport”) on June 30, 2021 pursuant to and in accordance with the Amended Joint Chapter
11 Plan of Reorganization of Gulfport Energy Corporation and its Debtor Subsidiaries [Docket No. 1171] (the “Plan”), Case No. 20-35562 (DRJ) in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the
“Plan”).
Item 4. Purpose of Transaction
The Reporting Person holds the Subject Shares under the terms of the GPOR Distribution Trust Agreement (the “Trust Agreement”), by and among Gulfport and its debtor subsidiaries and Conway MacKenzie Management
Services, LLC, a trustee (the “Trustee”). Pursuant to the Plan and the Trust Agreement, the Reporting Person is required to take such action so as to maximize the value of the Trust Distribution Assets (as defined in the Trust Agreement), including
the Subject Shares, for the benefit of the beneficiaries of the Trust. Accordingly, the Reporting Person may sell some or all the Subject Shares in one or a series of public or private transactions or the Reporting Person may distribute some or all
of the Subject Shares in-kind to certain beneficiaries of the Trust. Other than as aforesaid, the Reporting Person has no plans or proposal relating to or which would result in any of the matters set forth in clauses (a) through (j) of Item 4 of
Schedule 13D.
Item 5. Interest in Securities of the Issuer
(a)
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As of the date of this Schedule 13D, the Reporting Person beneficially owns an aggregate of 9,829,548 shares of, common stock of the Issuer, constituting approximately
21.1% of the Issuer’s outstanding shares of common stock.1
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(b)
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The Reporting Person has sole voting and dispositive power over the Subject Shares.
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Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
The Reporting Person entered into the Trust Agreement on May 18, 2021, a copy of which is filed as an exhibit to this Schedule 13D, to which reference is made for the terms thereof.
Item 7. Material to Be Filed as Exhibits
Exhibit 1: The Trust Agreement
1
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Based on 46,680,731 shares of common stock reported by the Issuer outstanding as of June 17, 2021 in its Registration Statement on Form S-3 filed with the Commission on June 18, 2021.
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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.
July 12, 2021
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Dated
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/s/ Paul F. Jansen
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Signature
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Paul F. Jansen, Authorized Representative
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Name/Title
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