Porter Stuart D Form 4 KLX Energy Services / Stuart D Porter 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^*

Porter Stuart D

(Last) (First) (Middle)

185 DARTMOUTH STREET

7TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KLX Energy Services Holdings, Inc. [ KLXE ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2023

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

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

	Form filed by One Reporting Person
X	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
Common Stock	09/11/2023		J(1)		170,884	D	(1)	800,962(1)	I	See footnotes(2)(4)(5)
Common Stock								1,260,522(1)	I	See footnotes(3)(4)(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

1. Name and Address of Reporting Person^*

Porter Stuart D

(Last) (First) (Middle)

185 DARTMOUTH STREET

7TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Denham Capital Management GP LLC

(Last) (First) (Middle)

185 DARTMOUTH STREET

7TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Denham Capital Management LP

(Last) (First) (Middle)

185 DARTMOUTH STREET

7TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Denham IV Continuation GP LLC

(Last) (First) (Middle)

185 DARTMOUTH STREET

7TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Denham IV Continuation Fund GP LP

(Last) (First) (Middle)

185 DARTMOUTH STREET

7TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Denham IV Continuation Fund LP

(Last) (First) (Middle)

185 DARTMOUTH STREET

7TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Greene's Investment Holdings LLC

(Last) (First) (Middle)

185 DARTMOUTH STREET

7TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

Explanation of Responses:

1. On September 11, 2023, Greene's Holding Corporation ("GHC") made an in-kind distribution of an aggregate 800,949 shares, including 630,065 shares that were distributed to Greene's Investment Holdings LLC ("GIH"), which transfer was exempt from Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") pursuant to Rule 16a-13 thereunder.

2. These shares are held directly by GHC.

3. These shares are held directly by GIH.

4. GIH is the majority owner of GHC. Denham IV Continuation Fund LP ("Denham IV Fund") is the sole owner of GIH. Denham IV Continuation Fund GP LP ("Denham IV Fund GP") is the general partner of Denham IV Fund. Denham IV Continuation GP LLC ("Denham IV GP") is the general partner of Denham IV Fund GP. Denham Capital Management LP ("DCM") serves as investment adviser to Denham IV Fund. Denham Capital Management GP LLC ("DCM GP") is the general partner of DCM. Stuart D. Porter is the sole owner of DCM GP and the controlling member of Denham IV GP, and serves as Chief Executive Officer and Chief Investment Officer of DCM.

5. GIH, Denham IV Fund, Denham IV Fund GP, Denham IV GP, DCM, DCM GP and Mr. Porter are, collectively, the "Reporting Persons." Because of the relationship among GHC and the Reporting Persons, each of the Reporting Persons may be deemed to be the beneficial owner of shares held directly by GHC. Because of the relationship among each of the Reporting Persons, each of the Reporting Persons may be deemed to be the beneficial owner of the shares held directly by GIH. Each of the Reporting Persons disclaims beneficial ownership of these securities in excess of its or his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of the Exchange Act, or for any other purpose.

	/s/ Stuart D. Porter	09/13/2023
	Denham Capital Management GP LLC, By: /s/ Anthony Fiore, Chief Legal Officer	09/13/2023
	Denham Capital Management LP, By: /s/ Anthony Fiore, Chief Legal Officer	09/13/2023
	Denham IV Continuation GP LLC, By: /s/ Anthony Fiore, Managing Director	09/13/2023
	Denham IV Continuation Fund GP LP, By: Denham IV Continuation GP LLC, its General Partner, By: /s/ Anthony Fiore, Managing Director	09/13/2023
	Denham IV Continuation Fund LP, By: Denham IV Continuation Fund GP LP, its General Partner, By: Denham IV Continuation GP LLC, its General Partner, By: /s/ Anthony Fiore, Managing Director	09/13/2023
	Greene's Investment Holdings LLC, By: /s/ Cody Nicholson, Secretary	09/13/2023
	** Signature of Reporting Person	Date
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