As filed with the Securities and Exchange Commission on May 11, 2023
Registration Statement No. 333-269763
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 4 to
Form S-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
ROC Energy Acquisition Corp.
(Exact Name of Registrant as Specified in Its Charter)
Delaware | 6770 | 87-2488708 |
(State or other jurisdiction of incorporation or organization) | (Primary Standard Industrial Classification Code Number) | (I.R.S. Employer Identification Number) |
16400 Dallas Parkway
Dallas, TX 75248
(972) 392-6180
(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)
Daniel Jeffrey Kimes
Chief Executive Officer
16400 Dallas Parkway
Dallas, TX 75248
(972) 392-6180
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to: | ||
Michael J. Blankenship | R. Wayne Prejean | William S. Anderson |
Winston & Strawn LLP | Drilling Tools International Holdings, Inc. | Benjamin J. Martin |
800 Capitol Street | 3701 Briarpark Drive | Troy L. Harder |
Suite 2400 | Suite 150 | Bracewell LLP |
Houston, TX 77002 | Houston, TX 77042 | 711 Louisiana Street |
(713) 651-2678 | (972) 392-6180 | Suite 2300 |
Houston, TX 77002 | ||
(713) 223 2300 |
Approximate date of commencement of proposed sale of the securities to the public: As soon as practicable after this Registration Statement becomes effective and on completion of the business combination described in the enclosed proxy statement/prospectus/consent solicitation statement.
If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, check the following box. ¨
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ¨ | Accelerated filer | ¨ |
Non-accelerated filer | x | Smaller reporting company | x |
Emerging growth company | x |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ¨
If applicable, place an X in the box to designate the appropriate rule provision relied upon in conducting this transaction:
Exchange Act Rule 13e-4(i) (Cross-Border Issuer Tender Offer) ¨
Exchange Act Rule 14d-1(d) (Cross-Border Third-Party Tender Offer) ¨
The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, or until this Registration Statement shall become effective on such date as the U.S. Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.
EXPLANATORY NOTE
ROC Energy Acquisition Corp. is filing this Amendment No. 4 to its registration statement on Form S-4 (File No. 333-269763) (the ‘‘Registration Statement”) as an exhibits-only filing. Accordingly, this amendment consists only of the facing page, this explanatory note, Item 21 of Part II of the Registration Statement, the signature page to the Registration Statement and the filed exhibits. The remainder of the Registration Statement is unchanged and has therefore been omitted.
PART II
INFORMATION NOT REQUIRED IN ROSPECTUS
Item 21. Exhibits and Financial Statement Schedules
(a) Exhibits:
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** Previously filed by the Registrant as indicated.
† Management Contracts.
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SIGNATURES
Pursuant to the requirements of the Securities Act, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Houston, Texas, on May 11, 2023.
ROC ENERGY ACQUISITION CORP. | ||
By: | /s/ Daniel Jeffrey Kimes | |
Name: Daniel Jeffrey Kimes | ||
Title: Chief Executive Officer and Director |
Pursuant to the requirements of the Securities Act, this Registration Statement has been signed by the following persons in the capacities indicated on May 11, 2023.
Signature | Title | Date | ||
/s/ Daniel Jeffrey Kimes | Chief Executive Officer and Director | May 11, 2023 | ||
Daniel Jeffrey Kimes | (Principal Executive Officer) | |||
/s/ Rosemarie Cicalese | Chief Financial Officer | May 11, 2023 | ||
Rosemarie Cicalese | (Principal Financial and Accounting Officer) | |||
/s/ Joe Drysdale | Chairman of the Board | May 11, 2023 | ||
Joe Drysdale | ||||
/s/ Lee Canaan | Director | May 11, 2023 | ||
Lee Canaan | ||||
/s/ Joseph Colonnetta | Director | May 11, 2023 | ||
Joseph Colonnetta | ||||
/s/ Win Graham | Director | May 11, 2023 | ||
Win Graham | ||||
/s/ Brian Minnehan | Director | May 11, 2023 | ||
Brian Minnehan | ||||
/s/ Alberto Pontonio | Director | May 11, 2023 | ||
Alberto Pontonio |
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