Activist Sailingstone Capital Partners Dumping Antero Resources Corp (AR)?

Activist long-only fund Sailingstone Capital Partners revealed selling 855 thousand shares of Antero Resources Corp (NYSE:AR) in a filing. Sailingstone Capital owned nearly 33.3 million shares of Antero Resources Corp (NYSE:AR) at the end of June. San Francisco based natural resource investor reduced its position to 32.44 million shares as of this morning. Antero shares were trading 10% higher at the end of June, so the timing of this sale is interesting. Seth Klarman’s Baupost is also a large investor in Antero.

The details of the filing can be seen below:

Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
SailingStone Capital Partners 32,443,863 0 32,443,863 0 32,443,863 10.23%
SailingStone Holdings 0 32,443,863 0 32,443,863 32,443,863 10.23%
MacKenzie B. Davis 0 32,443,863 0 32,443,863 32,443,863 10.23%
Kenneth L. Settles Jr 0 32,443,863 0 32,443,863 32,443,863 10.23%

Page 1 of 10 – SEC Filing

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*

Antero Resources
Corporation

(Name of Issuer)

Common stock,
par value $0.01 per share

(Title of Class of Securities)

03674X106

(CUSIP Number)

October 10,
2018

(Date of event which requires filing of this statement)
Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:
ý Rule 13d-1(b)
¨ Rule 13d-1(c)
¨ Rule 13d-1(d)
(Page 1 of 10 Pages)

______________________________

*The remainder of this cover page shall
be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any
subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder
of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of
1934 (“Act“) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes)

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Page 2 of 10 – SEC Filing

1

NAMES OF REPORTING PERSONS

SailingStone Capital Partners LLC

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5

SOLE VOTING POWER

32,443,863

6

SHARED VOTING POWER

0

7

SOLE DISPOSITIVE POWER

32,443,863

8

SHARED DISPOSITIVE POWER

0

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

32,443,863

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

10.23%

12

TYPE OF REPORTING PERSON

IA

 

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Page 3 of 10 – SEC Filing

1

NAMES OF REPORTING PERSONS

SailingStone Holdings LLC

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

32,443,863

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

32,443,863

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

32,443,863

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

10.23%

12

TYPE OF REPORTING PERSON

HC

 

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Page 4 of 10 – SEC Filing

1

NAMES OF REPORTING PERSONS

MacKenzie B. Davis

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

32,443,863

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

32,443,863

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

32,443,863

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

10.23%

12

TYPE OF REPORTING PERSON

HC; IN

 

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Page 5 of 10 – SEC Filing

1

NAMES OF REPORTING PERSONS

Kenneth L. Settles Jr.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

32,443,863

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

32,443,863

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

32,443,863

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

10.23%

12

TYPE OF REPORTING PERSON

HC; IN

 

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Page 6 of 10 – SEC Filing

Item 1(a). NAME OF ISSUER:
The name of the issuer is Antero Resources Corporation (the “Issuer“).
Item 1(b). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:
The Issuer’s principal executive offices are located at 1615 Wynkoop Street, Denver, Colorado 80202.
Item 2(a). NAME OF PERSON FILING:
Item 2(b). ADDRESS OF PRINCIPAL BUSINESS
OFFICE OR, IF NONE, RESIDENCE:
Item 2(c). CITIZENSHIP:
This statement is filed by:
(i)

SailingStone Capital Partners LLC

One California Street, 30th Floor

San Francisco, CA 94111

Citizenship: Delaware

(ii)

SailingStone Holdings LLC

One California Street, 30th Floor

San Francisco, CA 94111

Citizenship: Delaware

(iii)

MacKenzie B. Davis

One California Street, 30th Floor

San Francisco, CA 94111

Citizenship: United States

(iv)

Kenneth L. Settles Jr.

One California Street, 30th Floor

San Francisco, CA 94111

Citizenship: United States

The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons.”
Item 2(d). TITLE OF CLASS OF SECURITIES:
Common stock, par value $0.01 per share (the “Common Stock“).
Item 2(e). CUSIP NUMBER:
03674X106
Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
(a) ¨ Broker or dealer registered under Section 15 of the Act,

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Page 7 of 10 – SEC Filing

(b) ¨ Bank as defined in Section 3(a)(6) of the Act,
(c) ¨ Insurance Company as defined in Section 3(a)(19) of the Act,
(d) ¨ Investment Company registered under Section 8 of the Investment Company Act of 1940,
(e) ý An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f) ¨ Employee Benefit Plan or Endowment Fund in accordance with Rule 13d-1(b)(1)(ii)(F),
(g) x Parent Holding Company or control person in accordance with Rule 13d-1(b)(1)(ii)(G),
(h) ¨ Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act,
(i) ¨ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
(j) ¨ A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
(k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J),
please

specify
the type of institution:__________________

Item 4. OWNERSHIP.

The information required by Items 4(a) – (c) is set forth in Rows
5 – 11 of the cover page for each of the Reporting Persons and is incorporated herein by reference.

The percentage set forth in Row (11) of the cover page for each
of the Reporting Persons is based on the 317,086,304 shares of Common Stock outstanding as of July 27, 2018, as reported in the
Issuer’s Quarterly Report for the quarterly period ended June 30, 2018 on Form 10-Q filed with the Securities and Exchange Commission
on August 1, 2018.

Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable.
Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Not applicable.
Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not applicable.

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Page 8 of 10 – SEC Filing

Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable.
Item 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
Item 10. CERTIFICATION.
Each of the Reporting Persons hereby makes the following certification:
By signing below the Reporting Person certifies that, to the best of its knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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Page 9 of 10 – SEC Filing

SIGNATURES

After reasonable
inquiry and to the best of our knowledge and belief, the undersigned certifies that the information set forth in this statement
is true, complete and correct.

DATED: October 10, 2018

SailingStone Capital Partners LLC
By: /s/ Kathlyne Kiaie
Name:   Kathlyne Kiaie
Title: Chief Compliance Officer
SailingStone Holdings LLC
By: /s/ MacKenzie B. Davis
Name:   MacKenzie B. Davis
Title: Managing Member
MacKenzie B. Davis
By: /s/ MacKenzie B. Davis
Name:   MacKenzie B. Davis
Kenneth L. Settles Jr.
By: /s/ Kenneth L. Settles Jr.
Name:   Kenneth L. Settles Jr.

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Page 10 of 10 – SEC Filing

EXHIBIT 1

JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13d-1(k)

The undersigned
acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent
amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing
additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such
amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible
for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason
to believe that such information is inaccurate.

DATED: October 10, 2018

SailingStone Capital Partners LLC
By: /s/ Kathlyne Kiaie
Name:   Kathlyne Kiaie
Title: Chief Compliance Officer
SailingStone Holdings LLC
By: /s/ MacKenzie B. Davis
Name:   MacKenzie B. Davis
Title: Managing Member
MacKenzie B. Davis
By: /s/ MacKenzie B. Davis
Name:   MacKenzie B. Davis
Kenneth L. Settles Jr.
By: /s/ Kenneth L. Settles Jr.
Name:   Kenneth L. Settles Jr.

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