secwatch / observer
8-K12B filed December 29, 2022, 6:59 PM ET CIK 0001949543
M&A confidence high sentiment positive materiality 0.90

Sitio Royalties Corp.: M&A transaction — Sitio Royalties (STR) completes all-stock merger with Brigham Minerals, creating combined royalty company

Sitio Royalties Corp.

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Appointed

Claire R. Harvey

Director
Sitio Royalties Corp.
Effective
2022-12-29
Filed
December 29, 2022, 6:59 PM ET
each of the following individuals were appointed to the New Sitio Board: Morris R. Clark, Alice E. Gould, Claire R. Harvey, Gayle L. Burleson, Jon-Al Duplantier, Richard K. Stoneburner and John R. (“J.R.”) Sult.
Appointed

Morris R. Clark

Director
Sitio Royalties Corp.
Effective
2022-12-29
Filed
December 29, 2022, 6:59 PM ET
each of the following individuals were appointed to the New Sitio Board: Morris R. Clark, Alice E. Gould, Claire R. Harvey, Gayle L. Burleson, Jon-Al Duplantier, Richard K. Stoneburner and John R. (“J.R.”) Sult.
Appointed

Jim Norris

Vice President, Chief Accounting Officer
Sitio Royalties Corp.
Effective
2022-12-29
Filed
December 29, 2022, 6:59 PM ET
New Sitio appointed as its additional officers Jarret Marcoux as Executive Vice President of Engineering & Acquisitions, Britton James as Executive Vice President of Land, A. Dax McDavid as Executive Vice President, Corporate Development and Jim Norris as Vice President, Chief Accounting Officer.
Appointed

Richard K. Stoneburner

Director
Sitio Royalties Corp.
Effective
2022-12-29
Filed
December 29, 2022, 6:59 PM ET
each of the following individuals were appointed to the New Sitio Board: Morris R. Clark, Alice E. Gould, Claire R. Harvey, Gayle L. Burleson, Jon-Al Duplantier, Richard K. Stoneburner and John R. (“J.R.”) Sult.
Appointed

Alice E. Gould

Director
Sitio Royalties Corp.
Effective
2022-12-29
Filed
December 29, 2022, 6:59 PM ET
each of the following individuals were appointed to the New Sitio Board: Morris R. Clark, Alice E. Gould, Claire R. Harvey, Gayle L. Burleson, Jon-Al Duplantier, Richard K. Stoneburner and John R. (“J.R.”) Sult.
Appointed

A. Dax McDavid

Executive Vice President, Corporate Development
Sitio Royalties Corp.
Effective
2022-12-29
Filed
December 29, 2022, 6:59 PM ET
New Sitio appointed as its additional officers Jarret Marcoux as Executive Vice President of Engineering & Acquisitions, Britton James as Executive Vice President of Land, A. Dax McDavid as Executive Vice President, Corporate Development and Jim Norris as Vice President, Chief Accounting Officer.
Appointed

Britton James

Executive Vice President of Land
Sitio Royalties Corp.
Effective
2022-12-29
Filed
December 29, 2022, 6:59 PM ET
New Sitio appointed as its additional officers Jarret Marcoux as Executive Vice President of Engineering & Acquisitions, Britton James as Executive Vice President of Land, A. Dax McDavid as Executive Vice President, Corporate Development and Jim Norris as Vice President, Chief Accounting Officer.
Appointed

Jon-Al Duplantier

Director
Sitio Royalties Corp.
Effective
2022-12-29
Filed
December 29, 2022, 6:59 PM ET
each of the following individuals were appointed to the New Sitio Board: Morris R. Clark, Alice E. Gould, Claire R. Harvey, Gayle L. Burleson, Jon-Al Duplantier, Richard K. Stoneburner and John R. (“J.R.”) Sult.
Appointed

Gayle L. Burleson

Director
Sitio Royalties Corp.
Effective
2022-12-29
Filed
December 29, 2022, 6:59 PM ET
each of the following individuals were appointed to the New Sitio Board: Morris R. Clark, Alice E. Gould, Claire R. Harvey, Gayle L. Burleson, Jon-Al Duplantier, Richard K. Stoneburner and John R. (“J.R.”) Sult.
Appointed

John R. ("J.R.") Sult

Director
Sitio Royalties Corp.
Effective
2022-12-29
Filed
December 29, 2022, 6:59 PM ET
each of the following individuals were appointed to the New Sitio Board: Morris R. Clark, Alice E. Gould, Claire R. Harvey, Gayle L. Burleson, Jon-Al Duplantier, Richard K. Stoneburner and John R. (“J.R.”) Sult.
Appointed

Jarret Marcoux

Executive Vice President of Engineering & Acquisitions
Sitio Royalties Corp.
Effective
2022-12-29
Filed
December 29, 2022, 6:59 PM ET
New Sitio appointed as its additional officers Jarret Marcoux as Executive Vice President of Engineering & Acquisitions, Britton James as Executive Vice President of Land, A. Dax McDavid as Executive Vice President, Corporate Development and Jim Norris as Vice President, Chief Accounting Officer.

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.95

Claire R. Harvey was appointed as Director at Sitio Royalties Corp..

Action
appointed
Role
Director
Exact text from the filing
each of the following individuals were appointed to the New Sitio Board: Morris R. Clark, Alice E. Gould, Claire R. Harvey, Gayle L. Burleson, Jon-Al Duplantier, Richard K. Stoneburner and John R. (“J.R.”) Sult.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Morris R. Clark was appointed as Director at Sitio Royalties Corp..

Action
appointed
Role
Director
Exact text from the filing
each of the following individuals were appointed to the New Sitio Board: Morris R. Clark, Alice E. Gould, Claire R. Harvey, Gayle L. Burleson, Jon-Al Duplantier, Richard K. Stoneburner and John R. (“J.R.”) Sult.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Jim Norris was appointed as Vice President, Chief Accounting Officer at Sitio Royalties Corp..

Action
appointed
Role
Vice President, Chief Accounting Officer
Exact text from the filing
New Sitio appointed as its additional officers Jarret Marcoux as Executive Vice President of Engineering & Acquisitions, Britton James as Executive Vice President of Land, A. Dax McDavid as Executive Vice President, Corporate Development and Jim Norris as Vice President, Chief Accounting Officer.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Richard K. Stoneburner was appointed as Director at Sitio Royalties Corp..

Action
appointed
Role
Director
Exact text from the filing
each of the following individuals were appointed to the New Sitio Board: Morris R. Clark, Alice E. Gould, Claire R. Harvey, Gayle L. Burleson, Jon-Al Duplantier, Richard K. Stoneburner and John R. (“J.R.”) Sult.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Alice E. Gould was appointed as Director at Sitio Royalties Corp..

Action
appointed
Role
Director
Exact text from the filing
each of the following individuals were appointed to the New Sitio Board: Morris R. Clark, Alice E. Gould, Claire R. Harvey, Gayle L. Burleson, Jon-Al Duplantier, Richard K. Stoneburner and John R. (“J.R.”) Sult.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

A. Dax McDavid was appointed as Executive Vice President, Corporate Development at Sitio Royalties Corp..

Action
appointed
Role
Executive Vice President, Corporate Development
Exact text from the filing
New Sitio appointed as its additional officers Jarret Marcoux as Executive Vice President of Engineering & Acquisitions, Britton James as Executive Vice President of Land, A. Dax McDavid as Executive Vice President, Corporate Development and Jim Norris as Vice President, Chief Accounting Officer.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Britton James was appointed as Executive Vice President of Land at Sitio Royalties Corp..

Action
appointed
Role
Executive Vice President of Land
Exact text from the filing
New Sitio appointed as its additional officers Jarret Marcoux as Executive Vice President of Engineering & Acquisitions, Britton James as Executive Vice President of Land, A. Dax McDavid as Executive Vice President, Corporate Development and Jim Norris as Vice President, Chief Accounting Officer.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Jon-Al Duplantier was appointed as Director at Sitio Royalties Corp..

Action
appointed
Role
Director
Exact text from the filing
each of the following individuals were appointed to the New Sitio Board: Morris R. Clark, Alice E. Gould, Claire R. Harvey, Gayle L. Burleson, Jon-Al Duplantier, Richard K. Stoneburner and John R. (“J.R.”) Sult.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Gayle L. Burleson was appointed as Director at Sitio Royalties Corp..

Action
appointed
Role
Director
Exact text from the filing
each of the following individuals were appointed to the New Sitio Board: Morris R. Clark, Alice E. Gould, Claire R. Harvey, Gayle L. Burleson, Jon-Al Duplantier, Richard K. Stoneburner and John R. (“J.R.”) Sult.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

John R. ("J.R.") Sult was appointed as Director at Sitio Royalties Corp..

Action
appointed
Role
Director
Exact text from the filing
each of the following individuals were appointed to the New Sitio Board: Morris R. Clark, Alice E. Gould, Claire R. Harvey, Gayle L. Burleson, Jon-Al Duplantier, Richard K. Stoneburner and John R. (“J.R.”) Sult.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Jarret Marcoux was appointed as Executive Vice President of Engineering & Acquisitions at Sitio Royalties Corp..

Action
appointed
Role
Executive Vice President of Engineering & Acquisitions
Exact text from the filing
New Sitio appointed as its additional officers Jarret Marcoux as Executive Vice President of Engineering & Acquisitions, Britton James as Executive Vice President of Land, A. Dax McDavid as Executive Vice President, Corporate Development and Jim Norris as Vice President, Chief Accounting Officer.
View on SEC.gov
Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Sitio Royalties Corp.: Changed corporate name to Sitio Royalties Corp. and amended certificate of incorporation effective December 29, 2022 (effective 2022-12-29).

Change
charter amendment
Effective
2022-12-29
Exact text from the filing
Effective as of immediately following the completion of the Mergers on December 29, 2022 and in accordance with the Merger Agreement, New Sitio changed the corporate name of New Sitio from “Snapper Merger Sub I, Inc.” to “Sitio Royalties Corp.” and has amended and restated its certificate of incorporation to reflect such name change.
View on SEC.gov
Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Sitio Royalties Corp.: Amended and restated certificate of incorporation and bylaws effective December 28, 2022 (effective 2022-12-28).

Change
charter amendment
Effective
2022-12-28
Exact text from the filing
Effective as of December 28, 2022, in connection with the Mergers, New Sitio amended and restated its certificate of incorporation and its bylaws to reflect the changes contemplated by the Merger Agreement and described in the Consent Solicitation Statement/Proxy Statement/Prospectus, other than changing the corporate name to “Sitio Royalties Corp.”
View on SEC.gov
M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Sitio Royalties Corp. completed an acquisition involving Brigham Minerals, Inc. (closed 2022-12-29).

Action
acquisition
Counterparty
Brigham Minerals, Inc.
Closing
2022-12-29
Exact text from the filing
On December 29, 2022, the Mergers were consummated in accordance with the Merger Agreement.
View on SEC.gov
Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Sitio Royalties Corp. entered into Warrant Agreement Amendment with New Sitio, Former Sitio and Continental Stock Transfer & Trust Company valued at Amends the Existing Warrant Agreement to provide for New Sitio's assumption of Former Sitio's obliga (effective 2022-12-29).

Action
entry
Counterparty
New Sitio, Former Sitio and Continental Stock Transfer & Trust Company
Value
Amends the Existing Warrant Agreement to provide for New Sitio's assumption of Former Sitio's obliga
Effective
2022-12-29
Exact text from the filing
At the Closing, New Sitio, Former Sitio and Continental Stock Transfer & Trust Company, a New York corporation (" Continental ") entered into an Assignment, Assumption and Amendment Agreement (the " Warrant Agreement Amendment "). The Warrant Agreement Amendment amends that certain Warrant Agreement, dated as of July 20, 2017, by and between Former Sitio and Continental (the " Existing Warrant Agreement "), to provide for the assumption by New Sitio of Former Sitio's obligations under the Existing Warrant Agreements. Pursuant to the Warrant Agreement Amendment, all Former Sitio warrants under the Existing Warrant Agreement will no longer be exercisable for shares of Former Sitio's Class A common stock, but instead will be exercisable for shares of New Sitio's Class A common stock.
View on SEC.gov
Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Sitio Royalties Corp. entered into Sitio Opco LPA Amendment with Sitio Royalties GP, LLC (as sole general partner of Opco LP) valued at Amends the Second Amended and Restated Agreement of Limited Partnership of Opco LP to update referen (effective 2022-12-29).

Action
entry
Counterparty
Sitio Royalties GP, LLC (as sole general partner of Opco LP)
Value
Amends the Second Amended and Restated Agreement of Limited Partnership of Opco LP to update referen
Effective
2022-12-29
Exact text from the filing
In connection with the Closing, Sitio Royalties GP, LLC, a Delaware limited liability company and wholly owned subsidiary of Former Sitio, entered into an amendment (the " Sitio Opco LPA Amendment ") to the Second Amended and Restated Agreement of Limited Partnership of Opco LP (as amended, the " Sitio Opco LPA ") as the sole general partner of Opco LP. The Sitio Opco LPA Amendment provides that the references to Former Sitio in the Sitio Opco LPA is amended to refer to New Sitio, among other things.
View on SEC.gov
Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Sitio Royalties Corp. entered into Registration Rights Agreement with certain holders of Opco LLC units (the RRA Parties) valued at Grants each RRA Party certain market registration rights with respect to its registrable securities, (effective 2022-12-29).

Action
entry
Counterparty
certain holders of Opco LLC units (the RRA Parties)
Value
Grants each RRA Party certain market registration rights with respect to its registrable securities,
Effective
2022-12-29
Exact text from the filing
At the closing of the Mergers (the " Closing "), New Sitio entered into a registration rights agreement (the " Registration Rights Agreement ") with certain holders of Opco LLC units as of immediately prior to the Closing (who now are holders of Opco LP units pursuant to the Mergers, the " RRA Parties "). The Registration Rights Agreement grants each RRA Party certain market registration rights with respect to its registrable securities, consisting of shares of New Sitio Class A Common Stock.
View on SEC.gov

Browse all governance changes →

Source: SEC EDGAR
accession 0001193125-22-314837
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