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Filing Details

Accession Number:: 0001437749-23-020445
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-07-21 16:23:51
Reporting Period:: 2023-07-19

Accepted Time:: 2023-07-21 16:23:51
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1792849	Highpeak Energy Inc.	HPK	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1035234	Jack Hightower	421 W. 3Rd Street, Suite 1000 Fort Worth TX 76102	Chief Executive Officer	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.0001 Per Share	Acquisiton	2023-07-19	952,380	$10.50	3,858,391	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock, Par Value $0.0001 Per Share	Employee Stock Option (right to buy)	Acquisiton	2023-07-21	1,000,000	$0.00	1,000,000	$10.50

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
1,000,000		2026-10-31	No	4	A	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock, Par Value $0.0001 Per Share	81,239,054	Indirect	See Footnotes(2)(3)
Common Stock, Par Value $0.0001 Per Share	2,336	Indirect	By Wife

Footnotes

Represents shares of HighPeak Energy, Inc. (the "Issuer") common stock, par value $0.0001 per share ("Common Stock") purchased by the Reporting Person from Roth Capital Partners, LLC (the "Underwriter") in an underwritten public offering conducted by the Issuer pursuant to an Underwriting Agreement between the Issuer and the Underwriter.
Represents shares of Common Stock received by (i) HighPeak Pure Acquisition, LLC, a Delaware limited liability company ("Pure Sponsor"), (ii) HighPeak Energy, LP, a Delaware limited partnership ("HighPeak I"), (iii) HighPeak Energy II, LP, a Delaware limited partnership ("HighPeak II" and, together with Pure Sponsor, HighPeak I, and HighPeak Energy III, LP, a Delaware limited partnership, the "Record Holders") in connection with the business combination transaction between the Issuer and Pure Acquisition Corp., a Delaware corporation.
The Reporting Person directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Exchange Act to be the indirect beneficial owner of the Common Stock owned by the Record Holders. The Reporting Person disclaims beneficial ownership of the Common Stock held by each of the Record Holders except to the extent of his pecuniary interest in each of the Record Holders, and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
The stock option was designed to comply with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended, and the guidance thereunder, and is exercisable only during the 90 day period following the earlier to occur of the Reporting Person's separation from service due to death or disability, the occurrence of a change in control of the Issuer, or August 1, 2026.