Form SC 13G/A - Statement of acquisition of beneficial ownership by individuals: [Amend]
07 Junho 2024 - 6:30PM
Edgar (US Regulatory)
UNITED
STATES
Securities
and Exchange Commission
Washington,
D.C. 20549
Schedule
13G
(Rule
13d-102)
Information
to be Included in Statements Filed Pursuant
to
§ 240.13d-1(b), (c) and (d) and Amendments Thereto Filed
Pursuant
to § 240.13d-2
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
(Amendment
No. 1)*
ProPetro
Holding Corp.
(Name
of Issuer)
Common
Stock
(Title
of Class of Securities)
74347M108
(CUSIP
Number)
December
31, 2023
(Date
of Event Which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule
13d-1(b)
☒ Rule
13d-1(c)
☐ Rule
13d-1(d)
*
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).
| 1 |
Names
of Reporting Persons
New
SCS Spur Holdco, 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
0
|
| 7 |
Sole
Dispositive Power
0
|
| 8 |
Shared
Dispositive Power
0
|
| 9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person
0
|
| 10 |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
Not
Applicable
|
| 11 |
Percent
of Class Represented by Amount in Row 9
0.0%
|
| 12 |
Type
of Reporting Person
OO
|
| 1 |
Names
of Reporting Persons
SCS
Spur, 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
0
|
| 7 |
Sole
Dispositive Power
0
|
| 8 |
Shared
Dispositive Power
0
|
| 9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person
0
|
| 10 |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
Not
Applicable
|
| 11 |
Percent
of Class Represented by Amount in Row 9
0.0%
|
| 12 |
Type
of Reporting Person
OO
|
| 1 |
Names
of Reporting Persons
LR-Permian
Wireline Holdings, L.P.
|
| 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
0
|
| 7 |
Sole
Dispositive Power
0
|
| 8 |
Shared
Dispositive Power
0
|
| 9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person
0
|
| 10 |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
Not
Applicable
|
| 11 |
Percent
of Class Represented by Amount in Row 9
0.0%
|
| 12 |
Type
of Reporting Person
PN
|
| 1 |
Names
of Reporting Persons
Lime
Rock Partners VIII, L.P.
|
| 2 |
Check the Appropriate Box if a Member of a Group |
(a) ☐
(b) ☐
|
| 3 |
SEC Use Only
|
| 4 |
Citizenship
or Place of Organization
Cayman
Islands
|
| Number
of Shares Beneficially Owned by Each Reporting Person With |
5 |
Sole
Voting Power
0
|
| 6 |
Shared
Voting Power
0
|
| 7 |
Sole
Dispositive Power
0
|
| 8 |
Shared
Dispositive Power
0
|
| 9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person
0
|
| 10 |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
Not
Applicable
|
| 11 |
Percent
of Class Represented by Amount in Row 9
0.0%
|
| 12 |
Type
of Reporting Person
PN
|
| 1 |
Names
of Reporting Persons
Lime
Rock Partners GP VIII, L.P.
|
| 2 |
Check the Appropriate Box if a Member of a Group |
(a) ☐
(b) ☐
|
| 3 |
SEC Use Only
|
| 4 |
Citizenship
or Place of Organization
Cayman
Islands
|
| Number
of Shares Beneficially Owned by Each Reporting Person With |
5 |
Sole
Voting Power
0
|
| 6 |
Shared
Voting Power
0
|
| 7 |
Sole
Dispositive Power
0
|
| 8 |
Shared
Dispositive Power
0
|
| 9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person
0
|
| 10 |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
Not
Applicable
|
| 11 |
Percent
of Class Represented by Amount in Row 9
0.0%
|
| 12 |
Type
of Reporting Person
PN
|
| 1 |
Names
of Reporting Persons
LRP
GP VIII, Inc.
|
| 2 |
Check the Appropriate Box if a Member of a Group |
(a) ☐
(b) ☐
|
| 3 |
SEC Use Only
|
| 4 |
Citizenship
or Place of Organization
Cayman
Islands
|
| Number
of Shares Beneficially Owned by Each Reporting Person With |
5 |
Sole
Voting Power
0
|
| 6 |
Shared
Voting Power
0
|
| 7 |
Sole
Dispositive Power
0
|
| 8 |
Shared
Dispositive Power
0
|
| 9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person
0
|
| 10 |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
Not
Applicable
|
| 11 |
Percent
of Class Represented by Amount in Row 9
0.0%
|
| 12 |
Type
of Reporting Person
CO
|
| ITEM
1. | (a) |
Name of Issuer: |
ProPetro
Holding Corp. (the “Issuer”).
| (b) | Address
of Issuer’s Principal Executive Offices: |
1706
S. Midkiff
Midland,
Texas, 79701
| ITEM
2. | (a)
|
Name
of Person Filing: |
Each
of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting
Persons.” This statement is filed on behalf of:
New
SCS Spur Holdco, LLC (“Spur Holdco”),
SCS
Spur, LLC (“SCS Spur”),
LR-Permian
Wireline Holdings, L.P.,
Lime
Rock Partners VIII, L.P. (“LRP VIII”),
Lime
Rock Partners GP VIII, L.P., and
LRP
GP VIII, Inc. (“GP Inc. VIII”).
| (b) | Address
or Principal Business Office: |
The
principal business address of the Reporting Persons is 1111 Bagby Street, Suite 4600, Houston, TX 77002.
| (c) | Citizenship
of each Reporting Person is: |
Each
of Spur Holdco, SCS Spur and LR-Permian Wireline Holdings, L.P. is organized under the laws of the State of Delaware. Each of the other
Reporting Persons is organized under the laws of the Cayman Islands.
| (d) | Title
of Class of Securities: |
Common
stock (“Common Stock”).
74347M108
Not
applicable.
(a-c)
This
amendment to Schedule 13G is being filed on behalf of the Reporting Persons to report that, as of December 31, 2023, the Reporting Persons
do not beneficially own any shares of Common Stock.
| ITEM
5. | Ownership
of Five Percent or Less of a Class. |
If
this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner
of more than five percent of the class of securities, check the following: ☒
| 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.
| ITEM
8. | Identification
and Classification of Members of the Group. |
Not
applicable.
| ITEM
9. | Notice
of Dissolution of Group. |
Not
applicable.
By
signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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, other than activities solely
in connection with a nomination under § 240.14a-11.
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.
Date: June
7, 2024
| |
New
SCS Spur Holdco, LLC |
| |
|
|
| |
By: |
/s/
Greg Highberger |
| |
Name: |
Greg
Highberger |
| |
Title:
|
Managing
Member |
| |
|
|
| |
SCS
Spur, LLC |
| |
|
|
| |
By: |
/s/
Greg Highberger |
| |
Name: |
Greg
Highberger |
| |
Title:
|
Managing
Member |
| |
|
|
| |
LR-Permian
Wireline Holdings, L.P. |
| |
|
|
| |
By: |
/s/
Greg Highberger |
| |
Name: |
Greg
Highberger |
| |
Title:
|
Managing
Member |
| |
|
|
| |
Lime
Rock Partners VIII, L.P. |
| |
|
|
| |
By: |
/s/
Susan Oswald |
| |
Name: |
Susan
Oswald |
| |
Title:
|
Chief
Financial Officer |
| |
|
|
| |
Lime
Rock Partners GP VIII, L.P. |
| |
|
|
| |
By: |
/s/
Susan Oswald |
| |
Name: |
Susan
Oswald |
| |
Title:
|
Chief
Financial Officer |
| |
|
|
| |
LRP
GP VIII, Inc. |
| |
|
|
| |
By: |
/s/
Susan Oswald |
| |
Name: |
Susan
Oswald |
| |
Title:
|
Chief
Financial Officer |
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