SEC Form 3
FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 07/28/2020 | 3. Issuer Name and Ticker or Trading Symbol KLX Energy Services Holdings, Inc. [ KLXE ] | |||||||||||||
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common stock | 446,000 | I | See Footnotes(1)(2)(4) |
Common stock | 193,800 | I | See Footnotes(1)(3)(4) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. The reporting persons acquired these securities upon the closing of the transactions contemplated by the Agreement and Plan of Merger dated as of May 3, 2020, by and among the Issuer, Quintana Energy Services Inc., Krypton Intermediate LLC, and Krypton Merger Sub Inc. |
2. These shares are directly held by Geveran Investments Limited. |
3. These shares are directly held by Famatown Finance Limited. |
4. Famatown Finance Limited and Geveran Investments Limited are wholly-owned subsidiaries of Greenwich Holdings Limited. C.K. Limited is the trustee of various trusts established by John Fredriksen for the benefit of his immediate family members, which trusts are the sole shareholders of Greenwich Holdings Limited. Greenwich Holdings Limited, C.K. Limited and Mr. Fredriksen may be deemed to beneficially own the shares held by Geveran Investments Limited and Famatown Finance Limited. |
Remarks: |
While the reporting persons do not concede that they are directors by deputization, each of the reporting persons may be deemed to be a director by deputization for purposes of Section 16 under the Securities Exchange Act of 1934, as amended, by virtue of the fact that Mr. Gunnar Eliassen, a director of the Issuer, is a partner of Seatankers Services (UK) LLP and may be deemed to be related to the reporting persons. Each reporting person disclaims beneficial ownership of all the shares reported in this Form 3 except to the extent of such reporting person's respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. The address for the reporting persons other than Mr. Fredriksen is Deana Beach Apartments Block 1, 4th Floor, Promachon Eleftherias Street Agios Athanasios, Limassol 4103, Cyprus. The address for Mr. Fredriksen is c/o Seatankers Consultancy Services (UK) Limited, 15 Sloane Square, London SW1W 8ER, United Kingdom. |
/s/ Spyros Episkopou, Director for Geveran Investments Limited | 08/05/2020 | |
/s/ Spyros Episkopou, Director for Famatown Finance Limited | 08/05/2020 | |
/s/ Spyros Episkopou, Director for Greenwich Holdings Limited | 08/05/2020 | |
/s/ Spyros Episkopou, Director for C.K. Limited | 08/05/2020 | |
/s/ John Fredriksen | 08/05/2020 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |