Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
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PRIMEENERGY RESOURCES CORP (Name of Issuer) |
Common Stock, $0.10 par value (Title of Class of Securities) |
74158E104 (CUSIP Number) |
CLINT HURT 1701 ILLINOIS STREET, MIDLAND, TX, 79701 (432) 638-6381 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
02/13/2025 (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 §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
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).
SCHEDULE 13D
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| CUSIP No. | 74158E104 |
| 1 |
Name of reporting person
HURT CLINT | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
125,763.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
7.3 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
(1) Includes 300 direct shares as to which Mr. Hurt has sole voting and investment power and 125,463 indirect shares held of record by Clint Hurt & Associates, Inc., a private company controlled by Mr. Hurt as to which Mr. Hurt has sole voting and investment power.(2) Based on 1,717,500 shares of Common Stock outstanding as of November 14, 2024 as disclosed on the Issuer's Quarterly Report on Form 10-Q for the three months ended September 30, 2024.
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock, $0.10 par value |
| (b) | Name of Issuer:
PRIMEENERGY RESOURCES CORP |
| (c) | Address of Issuer's Principal Executive Offices:
9821 KATY FREEWAY, SUITE 1050, HOUSTON,
TEXAS
, 77024. |
| Item 2. | Identity and Background |
| (a) | Clint Hurt |
| (b) | 1701 ILLINOIS STREET, MIDLAND, TX 79701 |
| (c) | Mr. Hurt is a member of the Board of Directors of the Issuer. |
| (d) | Mr. Hurt has not, during the past five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). |
| (e) | Mr. Hurt has not, during the past five years, been a part to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgement, decree or final order enjoining further violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
| (f) | United states |
| Item 3. | Source and Amount of Funds or Other Consideration |
Not applicable. | |
| Item 4. | Purpose of Transaction |
Mr. Hurt disposed of the Shares reported in this Statement for personal investment purposes. This Amendment No. 4 is being filed soley to report an increase in the beneficial ownership due to a reduction in the Issuer's outstanding Shares.Mr. Hurt has no current plans or proposals which relate to or would result in: (a) the acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (d) any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuer's business or corporate structure; (g) changes in the Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person; (h) causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended; or (j) any action similar to any of those enumerated above. Mr. Hurt reserves the right to engage in any such transaction, including the selling of the Shares listed in this Statement, in the future. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | (a)-(b) Included in the number of Shares reported as beneficially owned by Mr. Hurt are 300 Shares directly held by Mr. Hurt and 125,453 Shares held of record by Clint Hurt & Associates, Inc., a private company that is owned by Mr. Hurt and his two sons and which is controlled by Mr. Hurt, Mr. Hurt has sole voting and investment power over all 125,763 Shares. Based on 1,717,500 Shares outstanding as of November 14, 2024 as disclosed on the Issuer's Quarterly Report on Form 10-Q for the three months ended September 30, 2024, Mr. Hurt may be deemed the beneficial owner of 7.32% of the Issuer's outstanding Shares. |
| (b) | (a)-(b) Included in the number of Shares reported as beneficially owned by Mr. Hurt are 300 Shares directly held by Mr. Hurt and 125,453 Shares held of record by Clint Hurt & Associates, Inc., a private company that is owned by Mr. Hurt and his two sons and which is controlled by Mr. Hurt, Mr. Hurt has sole voting and investment power over all 125,763 Shares. Based on 1,717,500 Shares outstanding as of November 14, 2024 as disclosed on the Issuer's Quarterly Report on Form 10-Q for the three months ended September 30, 2024, Mr. Hurt may be deemed the beneficial owner of 7.32% of the Issuer's outstanding Shares. |
| (c) | The following table lists Mr. Hurt's transactions in Shares that were effected in the sixty days prior to the filing of this Statement:TransactionDate Number of Shares Sold Price Per ShareSale 12/30/2024 997 $234.09Sale 12/31/2024 1,872 $223.00Sale 1/2/2025 2,118 $220.66Sale 1/15/2025 3,095 $214.65Sale 1/16/2025 739 $214.86Sale 1/17/2025 1,107 $214.09Sale 1/22/2025 4,894 $215.22Sale 1/22/2025 178 $215.11All transactions listed in the table above were effected on the open market. |
| (d) | None |
| (e) | Not Applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
None. | |
| Item 7. | Material to be Filed as Exhibits. |
None. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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