Robert Robotti Form 4 PANHANDLE OIL & GAS / ROBERT ROBOTTI ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

ROBOTTI ROBERT

(Last) (First) (Middle)

60 EAST 42ND STREET

SUITE 3100

(Street)

NEW YORK NY 10165

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PANHANDLE OIL & GAS INC [ PHX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/22/2016

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock, $0.0166 par value	06/22/2016		S		1,700	D	$16.1678	723,536(1)	I	See Footnote(5)
Class A Common Stock, $0.0166 par value	06/23/2016		S		4,600	D	$16.1121	718,936(2)	I	See Footnote(5)
Class A Common Stock, $0.0166 par value	06/24/2016		S		1,700	D	$16.0316	717,236(3)	I	See Footnote(5)
Class A Common Stock, $0.0166 par value	06/24/2016		S		2,000	D	$16.0316	715,236(4)	I	See Footnote(5)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This amount includes 35,780 shares of Common Stock directly beneficially owned by Robotti & Company, Incorporated ("ROBT"), 2,000 shares of the Common Stock directly beneficially owned by Robotti & Company, LLC ("Robotti & Company"), 390,274 shares of the Common Stock directly beneficially owned by The Ravenswood Investment Company, LP ("RIC"), 237,280 shares of the Common Stock directly beneficially owned by Ravenswood Investments III, L.P. ("RI"), 36,000 shares of the Common Stock directly beneficially owned by Suzanne Robotti ("Su Robotti"), wife of Robert Robotti, and 22,202 shares of the Common Stock, of which 1,624 shares are restricted stock directly beneficially owned by Robert Robotti.

2. This amount includes 31,180 shares of Common Stock directly beneficially owned by ROBT, 2,000 shares of the Common Stock directly beneficially owned by Robotti & Company, 390,274 shares of the Common Stock directly beneficially owned by RIC, 237,280 shares of the Common Stock directly beneficially owned by RI, 36,000 shares of the Common Stock directly beneficially owned by Su Robotti, wife of Robert Robotti, and 22,202 shares of the Common Stock, of which 1,624 shares are restricted stock directly beneficially owned by Robert Robotti.

3. This amount includes 29,480 shares of Common Stock directly beneficially owned by ROBT, 2,000 shares of the Common Stock directly beneficially owned by Robotti & Company, 390,274 shares of the Common Stock directly beneficially owned by RIC, 237,280 shares of the Common Stock directly beneficially owned by RI, 36,000 shares of the Common Stock directly beneficially owned by Su Robotti, wife of Robert Robotti, and 22,202 shares of the Common Stock, of which 1,624 shares are restricted stock directly beneficially owned by Robert Robotti.

4. This amount includes 29,480 shares of Common Stock directly beneficially owned by ROBT, 390,274 shares of the Common Stock directly beneficially owned by RIC, 237,280 shares of the Common Stock directly beneficially owned by RI, 36,000 shares of the Common Stock directly beneficially owned by Su Robotti, wife of Robert Robotti, and 22,202 shares of the Common Stock, of which 1,624 shares are restricted stock directly beneficially owned by Robert Robotti.

5. Mr. Robotti may be deemed to beneficially own (solely for the purpose of Rule 16a-1(a)(2) under the Securities Exchange Act of 1934, as amended ("Exchange Act")) certain of the shares of Common Stock set forth in this Form 4 through his proportionate ownership of ROBT and Robotti & Company, as a managing member of Ravenswood Management Company, LLC, which serves as the general partner of RIC and RI, and through his marriage to Su Robotti. Mr. Robotti disclaims beneficial ownership of all securities reported herein except to the extent of his pecuniary interest therein, if any.

	/s/ Robert E. Robotti	06/24/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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