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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) |
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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SailingStone Capital Partners LLC 1 CALIFORNIA STREET, SUITE 3050 SAN FRANCISCO, CA 94111 |
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SailingStone Holdings LLC 1 CALIFORNIA STREET, SUITE 3050 SAN FRANCISCO, CA 94111 |
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Davis MacKenzie B 1 CALIFORNIA STREET, SUITE 3050 SAN FRANCISCO, CA 941111 |
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Settles Kenneth L Jr 1 CALIFORNIA STREET, SUITE 3050 SAN FRANCISCO, CA 94111 |
SailingStone Capital Partners LLC, By: /s/ Kathlyne Kiaie, Chief Compliance Officer | 11/03/2016 | |
**Signature of Reporting Person | Date | |
SailingStone Holdings LLC, By: /s/ MacKenzie B. Davis, Managing Member | 11/03/2016 | |
**Signature of Reporting Person | Date | |
/s/ MacKenzie B. Davis | 11/03/2016 | |
**Signature of Reporting Person | Date | |
/s/ Kenneth L. Settles Jr. | 11/03/2016 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Kenneth Settles holds approximately 0.89% of the limited partnership interests of SailingStone Global Natural Resources Fund, L.P. a Delaware limited partnership ("GNR Fund"), and may be considered to have a pecuniary interest in the proportionate amount of the common stock of the Company held by GNR Fund, or 10,467 shares. MacKenzie Davis holds approximately 1.12% of the limited partnership interests of GNR Fund and may be considered to have a pecuniary interest in the proportionate amount of the common stock of the Company held by GNR Fund, or 13,172 shares. |
(2) | Each of the Reporting Persons (other than Kenneth Settles and MacKenzie Davis to the extent set forth above), hereby disclaims beneficial ownership of the shares held by GNR Fund pursuant to Rule 16a-1(a)(4) under the 1934 and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of any of the reported shares for purposes of Section 16 or for any other purpose. |
Remarks: As of September 21, 2016, due to an increase in the number of shares of common stock of Range Resources Corporation (the "Company") outstanding as a result of a merger whereby Memorial Resource Development Corp. became a wholly-owned subsidiary of the Company, the Reporting Persons no longer could be deemed to beneficially own 10% or more of the Company's common stock. This Form is filed solely for the purposes of disclosing that the Reporting Persons are accordingly no longer subject Section 16. |