Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|
holding | PRT | Units of Beneficial Interest | 4.88M | Mar 31, 2025 | Direct | F1, F2, F3, F4 |
Id | Content |
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F1 | On March 31, 2025, pursuant to that certain Purchase and Sale Agreement (the "Agreement"), dated January 10, 2025, by and among Boaz Energy II, LLC ("Boaz Energy"), Boaz Energy II Royalty, LLC, a wholly-owned subsidiary of Boaz Energy ("Boaz Royalty," and together with Boaz Energy, the "Seller"), and T2S Permian Acquisition II LLC ("T2S Permian"), the Seller completed the sale to T2S Permian of (i) 4,884,861 units of beneficial interest ("Trust Units") of PermRock Royalty Trust (the "Issuer") held by Boaz Energy (the "Subject Trust Units"), as subsequently assigned by T2S Permian to Ustx LLC ("Ustx") pursuant to that certain Partial Assignment of Purchase and Sale Agreement, dated March 31, 2025, by and among T2S Permian, Ustx, and the Seller, and (ii) certain other oil and gas properties held by the Seller. Ustx is the sole record and beneficial owner of the Subject Trust Units. |
F2 | T2S Permian does not directly own any Trust Units. By virtue of owning 100% of the limited liability company interests in Ustx, T2S Permian may be deemed to indirectly beneficially own the Subject Trust Units. Greenway Boaz Investments LLC ("Greenway Investments") does not directly own any Trust Units. By virtue of owning approximately 50.2% of the limited liability company interests in T2S Permian, Greenway Investments may be deemed to indirectly beneficially own a portion of the Subject Trust Units. Greenway Boaz Management LLC ("Greenway Management"), the manager of Greenway Investments, may be deemed to share investment control over a portion of the Subject Trust Units and therefore may also be deemed to be a beneficial owner of a portion of the Subject Trust Units. T2S Permian, Greenway Investments, and Greenway Management disclaim beneficial ownership of the Subject Trust Units except to the extent of their respective pecuniary interests therein. |
F3 | This form shall not be deemed an admission that T2S Permian, Greenway Investments, or Greenway Management is the beneficial owner of all or any portion of the Subject Trust Units for purposes of Section 16 or for any other purpose. |
F4 | This form is filed jointly by each of the undersigned entities. As described above, Ustx directly owns the Subject Trust Units. All other reporting persons' ownership is indirect through T2S Permian. |