Annual Statement of Changes in Beneficial Ownership (5)
August 31 2022 - 4:33PM
Edgar (US Regulatory)
FORM 5
[X]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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Form 3 Holdings Reported
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Form 4 Transactions Reported |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0362
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
GHK Royalty LLC | 2. Issuer Name and Ticker or Trading SymbolPHX MINERALS INC. [PHX] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
6305 WATERFORD BLVD, #470 | 3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY) 9/30/2021 |
(Street)
OKLAHOMA CITY, OK 73118
(City)
(State)
(Zip)
| 4. If Amendment, Date Original Filed(MM/DD/YYYY) | 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form Filed by One Reporting Person
_X_ Form Filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3) | 2. Trans. Date | 2A. Deemed Execution Date, if any | 3. Trans. 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) |
Amount | (A) or (D) | Price |
Common Stock | 12/3/2020 | | P | 13664 | A | $1.779 | 691459 | D (1) | |
Common Stock | 12/4/2020 | | P | 86336 | A | $2.048 | 777795 | D (1) | |
Common Stock | 12/10/2020 | | P | 6100 | A | $2.03 | 783895 | D (1) | |
Common Stock | 12/16/2020 | | P | 6777 | A | $2.007 | 790672 | D (1) | |
Common Stock | 12/17/2020 | | P | 55033 | A | $2.029 | 845705 | D (1) | |
Common Stock | 1/25/2021 | | P | 15823 | A | $2.926 | 861528 | D (1) | |
Common Stock | 1/27/2021 | | P | 25713 | A | $3.003 | 887241 | D (1) | |
Common Stock | 2/1/2021 | | J (2) | 1000000 | A | $0.00 | 1887241 | D (1) | |
Common Stock | 2/1/2021 | | J (2) | 1000000 | D | $0.00 | 2000000 | D (3) | |
Common Stock | 3/2/2021 | | J (2) | 1700000 | A | $0.00 | 3587241 | D (1) | |
Common Stock | 3/2/2021 | | J (2) | 1700000 | D | $0.00 | 300000 | D (3) | |
Common Stock | 4/8/2021 | | S | 18000 | D | $2.82 (4) | 282000 | D (3) | |
Common Stock | 4/9/2021 | | S | 31400 | D | $2.781 (5) | 250600 | D (3) | |
Common Stock | 4/12/2021 | | S | 9571 | D | $2.622 (6) | 241029 | D (3) | |
Common Stock | 5/13/2021 | | J (5) | 150000 | D | (7) | 91029 | D (3) | |
Common Stock | 8/3/2021 | | S | 87423 | D | $2.998 | 3499818 | D (1) | |
Common Stock | 8/4/2021 | | S | 34405 | D | $2.971 | 3465413 | D (1) | |
Common Stock | 8/5/2021 | | S | 13615 | D | $2.988 | 3451798 | D (1) | |
Common Stock | 8/6/2021 | | S | 20067 | D | $2.967 | 3431731 | D (1) | |
Common Stock | 8/9/2021 | | S | 82274 | D | $2.974 | 3349457 | D (1) | |
Common Stock | 8/10/2021 | | S | 3856 | D | $2.958 | 3345601 | D (1) | |
Common Stock | 8/11/2021 | | S | 16978 | D | $2.944 | 3328623 | D (1) | |
Common Stock | 8/12/2021 | | S | 5386 | D | $2.936 | 3323237 | D (1) | |
Common Stock | 8/13/2021 | | S | 1396 | D | $2.914 | 3321841 | D (1) | |
Common Stock | 8/23/2021 | | S | 12700 | D | $2.50 | 89633 | D (3) | |
Common Stock | 9/1/2021 | | S | 2800 | D | $2.515 | 3319041 | D (1) | |
Common Stock | 9/2/2021 | | S | 38022 | D | $2.451 | 3281019 | D (1) | |
Common Stock | 9/3/2021 | | S | 56427 | D | $2.469 | 3224592 | D (1) | |
Common Stock | 9/6/2021 | | S | 105670 | D | $2.466 | 3118922 | D (1) | |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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/YYYY) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
(A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | These shares are owned directly by Mr. Hefner. |
(2) | These transactions represent distributions from GHK Royalty LLC to Mr. Hefner for no consideration. Mr. Hefner is the 100% owner of GHK Royalty LLC and these transactions represent a mere change in form of ownership for Mr. Hefner. |
(3) | These shares are owned directly by GHK Royalty LLC. Mr. Hefner indirectly owns these shares as a manager and 100% owner of GHK Royalty LLC. |
(4) | The Reporting Person's sale on April 8, 2021 was matchable under Section 16(b) of the Exchange Act with purchases on made December 3, 2020 and December 16, 2020. The Reporting Person remitted $17,749.39 to the Issuer prior to the filing of this Form 5, representing the full amount of profit realized on the short-swing transaction. |
(5) | The Reporting Person's sale on April 9, 2021 was matchable under Section 16(b) of the Exchange Act with purchases made on December 16, 2020 and December 17, 2020. The Reporting Person remitted $23,666.50 to the Issuer prior to the filing of this Form 5, representing the full amount of profit realized on the short-swing transaction. |
(6) | The Reporting Person's sale on April 12, 2021 was matchable under Section 16(b) of the Exchange Act with the purchase made December 17, 2020. The Reporting Person paid $5,675.60 to the Issuer on May 26, 2022, representing the full amount of profit realized on the short-swing transaction. |
(7) | The Reporting Person transferred shares to a non-affiliated employee. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
GHK Royalty LLC 6305 WATERFORD BLVD #470 OKLAHOMA CITY, OK 73118 |
| X |
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HEFNER ROBERT A III 6305 WATERFORD BLVD #470 OKLAHOMA CITY, OK 73118 |
| X |
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Signatures
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GHK Royalty LLC
By:/s/ Robert A Hefner III
Manager | | 8/31/2022 |
**Signature of Reporting Person | Date |
/s/ Robert A. Hefner III | | 8/31/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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