Filing Details

Accession Number:
0000902664-23-001985
Form Type:
13D Filing
Publication Date:
2023-02-22 19:00:00
Filed By:
Kimmeridge Energy Management Company, Llc
Company:
Civitas Resources Inc. (NYSE:CIVI)
Filing Date:
2023-02-23
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Kimmeridge Energy Management Company 11,644,497 0 11,644,497 0 11,644,497 14.5%
Filing
SECURITIES AND EXCHANGE COMMISSION  
Washington, D.C. 20549  
   
SCHEDULE 13D/A
 
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
 

Civitas Resources, Inc.

(Name of Issuer)
 

Common Stock, par value $0.01 per share

(Title of Class of Securities)
 

17888H103

(CUSIP Number)
 
Benjamin Dell
Kimmeridge Energy Management Company, LLC
412 West 15th Street - 11th Floor
New York, NY 10011
 
Eleazer Klein, Esq.
Adriana Schwartz, Esq.
Schulte Roth & Zabel LLP
919 Third Avenue
New York, NY 10022

(212) 756-2000

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 

February 22, 2023

(Date of Event Which Requires Filing of This Statement)
 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. [ ] 

(Page 1 of 4 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 disclosures provided in a prior cover page.

 

The information required on 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).

 

CUSIP No. 17888H103SCHEDULE 13D/APage 2 of 4 Pages

 

1

NAME OF REPORTING PERSON

Kimmeridge Energy Management Company, LLC

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

11,644,497

8

SHARED VOTING POWER

0

9

SOLE DISPOSITIVE POWER

11,644,497

10

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

11,644,497

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

14.5%

14

TYPE OF REPORTING PERSON

OO

         

 

 

CUSIP No. 17888H103SCHEDULE 13D/APage 3 of 4 Pages

 

The following constitutes Amendment No. 1 to the Schedule 13D filed by the undersigned (the “Amendment No. 1”). This Amendment No. 1 amends the Schedule 13D as specifically set forth herein.

 

Item 4.

PURPOSE OF TRANSACTION

 

  Item 4 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
   
  As disclosed in the Current Report on Form 8-K filed by the Issuer on February 22, 2023, Benjamin Dell resigned from the Issuer's board of directors.

 

Item 5. INTEREST IN SECURITIES OF THE ISSUER
   
  Item 5(a) of the Schedule 13D is hereby amended and restated by the following:
   
(a) See rows (11) and (13) of the cover page to this Schedule 13D for the aggregate number of Shares and percentage of the Shares beneficially owned by the Reporting Person.  The percentages used in this Schedule 13D are calculated based upon 80,209,865 Shares outstanding as of February 20, 2023, as reported in the Issuer’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the Securities and Exchange Commission on February 22, 2023.

 

 

 

CUSIP No. 17888H103SCHEDULE 13D/APage 4 of 4 Pages

 

SIGNATURES

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

Date: February 23, 2023

 

 

KIMMERIDGE ENERGY MANAGEMENT COMPANY, LLC  
   
   
By: /s/ Tamar Goldstein  
Name: Tamar Goldstein  
Title: General Counsel