Permian Resources Corp — Director's Dealing 2016

Oct 13, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Silver Run Acquisition Corp (CDEV)
CIK: 0001658566
Period of Report: 2016-10-11

Reporting Person: Silver Run Sponsor, LLC (10% Owner)
Reporting Person: Silver Run Sponsor Manager, LLC (10% Owner)
Reporting Person: RIVERSTONE HOLDINGS LLC (10% Owner)
Reporting Person: LAPEYRE PIERRE F JR (Director, 10% Owner)
Reporting Person: LEUSCHEN DAVID M (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-10-11	Class A Common Stock	A	81005000	$10.00	Acquired	81005000	Indirect
2016-10-11	Class A Common Stock	C	12380000	—	Acquired	12380000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-10-11	Warrants (right to buy)	$11.50	P	8000000	Acquired		Class A Common Stock (8000000)	Indirect
2016-10-11	Class B Common Stock	$	C	12380000	Disposed		Class A Common Stock (12380000)	Indirect

Footnotes

F1: The Class A Common Stock is held of record by Riverstone Centennial Holdings, L.P. David Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC. Riverstone Holdings, LLC is the sole shareholder of Riverstone Energy GP VI Corp., which is the managing member of Riverstone Energy GP VI, LLC, which is the general partner of Riverstone Energy Partners VI, L.P., which is the managing member of Riverstone VI REL Holdings GP, LLC, which is the general partner of Riverstone Centennial Holdings, L.P. Riverstone Energy GP VI, LLC is managed by an eight person managing committee consisting of Pierre F. Lapeyre, Jr., David M. Leuschen, James T. Hackett, Michael B. Hoffman, N. John Lancaster, Andrew W. Ward, Mark G. Papa and, on a rotating basis, one of E. Bartow Jones, Baran Tekkora and Robert M. Tichio.

F2: The members of the managing committee of Riverstone Energy GP VI Corp., Riverstone Energy GP VI, LLC, Riverstone Energy Partners VI, L.P. and Riverstone VI REL Holdings GP, LLC may be deemed to share beneficial ownership of the securities held of record by Riverstone Centennial Holdings, L.P. Each such entity or person and each of Silver Run Sponsor, LLC and Silver Run Sponsor Manager, LLC disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. Riverstone Energy GP VI Corp., Riverstone Energy GP VI, LLC, Riverstone Energy Partners VI, L.P., Riverstone VI REL Holdings GP, LLC, and Riverstone Centennial Holdings, L.P. have separately filed a Form 3 regarding the Class A Common Stock reported herein.

F3: The Class B Common Stock automatically converted into Class A Common Stock on a 1-to-1 basis and had no expiration date.

F4: The securities are held of record by Silver Run Sponsor, LLC. Silver Run Sponsor Manager, LLC is the managing member of Silver Run Sponsor, LLC. Riverstone Holdings LLC is the managing member of Silver Run Sponsor Manager, LLC. David Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC and have or share voting and investment discretion with respect to the securities held of record by Silver Run Sponsor, LLC. As such, each of Silver Run Sponsor Manager, LLC, Riverstone Holdings LLC, Mr. Leuschen and Mr. Lapeyre may be deemed to have or share beneficial ownership of the securities held directly by Silver Run Sponsor, LLC. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

F5: The warrants were purchased by Silver Run Sponsor, LLC simultaneous with the closing of the issuer's initial public offering on February 29, 2016. The warrants became exercisable after the completion of the Initial Business Combination, which occurred on October 11, 2016, and may now be exercised for of Class A Common Stock beginning 30 days after the Initial Business Combination. The warrants will expire five years after the Initial Business Combination or earlier upon redemption or liquidation.