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) 01/11/2020 | 3. Issuer Name and Ticker or Trading Symbol Texas Pacific Land Corp [ TPL ] | |||||||||||||
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(1) | 1,169(2) | D | |
Common Stock(1) | 60(3) | I | By Spouse |
Common Stock(1) | 607(4) | I | By Horizon Common Inc |
Common Stock(1) | 1,434(4) | I | By Bermuda Liquidators II LLC |
Common Stock(1) | 42,673(4) | I | By Polestar Offshore Fund Ltd |
Common Stock(1) | 5,379(4) | I | By CDK Fund Ltd |
Common Stock(1) | 2,449(4) | I | By CDK Partners LP |
Common Stock(1) | 99,825(4) | I | By HK Hard Assets LLC |
Common Stock(1) | 1,230(4) | I | By Horizon Credit Opportunities Fund LP |
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 |
Explanation of Responses: |
1. On January 11, 2021, in accordance with the plan of corporate reorganization approved on March 20, 2020 by the Trustees of Texas Pacific Land Trust (the "Trust") to reorganize the Trust into Texas Pacific Land Corporation, a wholly owned subsidiary of the Trust (the "Issuer"), the Trust distributed all of the shares of common stock, par value $0.01, of the Issuer to holders of sub-share certificates in certificates of proprietary interest, par value of $0.03-1/3, of the Trust, on a pro rata basis in accordance with their interests in the Trust, and for no additional consideration (the "Corporate Reorganization"). The Corporate Reorganization did not alter the proportionate interests of security holders. |
2. Represents shares of Common Stock held by Murray Stahl. |
3. Represents shares of Common Stock held by Murray Stahl's spouse. |
4. The amount of common shares of the Issuer reported herein excludes shares held by partnerships and other accounts in which Mr. Stahl has a non-controlling interest and does not exercise investment discretion. These accounts are managed by Horizon Kinetics Asset Management LLC ("Horizon"), in which Mr. Stahl serves as Chairman, Chief Executive Officer and Chief Investment Officer but does not participate in investment decisions with respect to the securities of the Issuer. Horizon separately reports its position and transactions in the securities of the Issuer on Forms 4 and Schedule 13D. Mr. Stahl disclaims beneficial ownership in any of the accounts managed by Horizon except to the extent of his pecuniary interest. |
/s/ Murray Stahl | 01/11/2021 | |
** 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. |