| 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 |
| |||||||||||||||
| 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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol PermRock Royalty Trust [ PRT ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| ||||||||||||||||||||||||
| 3. Date of Earliest Transaction (Month/Day/Year) 04/11/2022 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
| |||||||||||||||||||||||||
| 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 | ||||||
| Trust Units representing Beneficial Interest | 04/11/2022 | S(1) | 4,422 | D | $9.0643(2) | 5,873,910 | D(3) | |||
| Trust Units representing Beneficial Interest | 04/12/2022 | S(1) | 12,959 | D | $9.1457(4) | 5,860,951 | D(3) | |||
| Trust Units representing Beneficial Interest | 4,400 | I | See Footnote(3) | |||||||
| Trust Units representing Beneficial Interest | 4,400 | I | See Footnote(3) | |||||||
| Trust Units representing Beneficial Interest | 04/13/2022 | S(1) | 3,549 | D | $9.038(5) | 5,857,402 | D(3) | |||
| 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*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
| Explanation of Responses: |
| 1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan. |
| 2. The price reported in Column 4 is a weighted average price. The Trust Units representing Beneficial Interests in the Issuer ("Trust Units") were sold in multiple transactions at prices ranging from $9.01 to $9.20 inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of Trust Units sold at each separate price within the range set forth in this footnote. |
| 3. This form is filed jointly by each of the reporting persons. Boaz Energy II, LLC ("Boaz Energy") directly owns 5,860,951 Trust Units. Karan Eves and Marshall Eves are husband and wife. Each of Karan Eves and Marshall Eves directly owns 4,400 Trust Units and 34.24% of the limited liability company interests in, and serves as a manager of, Boaz Energy, and may be deemed to indirectly beneficially own the Trust Units held directly by Boaz Energy. |
| 4. The price reported in Column 4 is a weighted average price. The Trust Units were sold in multiple transactions at prices ranging from $9.05 to $9.27 inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of Trust Units sold at each separate price within the range set forth in this footnote. |
| 5. The price reported in Column 4 is a weighted average price. The Trust Units were sold in multiple transactions at prices ranging from $9.00 to $9.175 inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of Trust Units sold at each separate price within the range set forth in this footnote. |
| /s/Boaz Energy II, LLC By: Karan Eves, Chief Operating Officer | 04/13/2022 | |
| /s/Karan Eves | 04/13/2022 | |
| /s/Marshall Eves | 04/13/2022 | |
| ** 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 4 (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. | ||
