4//SEC Filing
LIBERTY MUTUAL HOLDING Co INC. 4
Accession 0001193125-25-325311
CIK 0001866175other
Filed
Dec 17, 7:00 PM ET
Accepted
Dec 18, 6:54 PM ET
Size
12.7 KB
Accession
0001193125-25-325311
Insider Transaction Report
Form 4
PT Independence Energy Holdings LLC
Director10% Owner
Transactions
- Gift
Class A Common Stock
2025-12-16−36,813,628→ 41,118 total
Holdings
- 39,665(indirect: See Footnotes)
Class A Common Stock
Footnotes (5)
- [F1]The shares were transferred by PT Independence Energy Holdings LLC (the "PT Reporting Person") through Liberty Energy Holdings, LLC ("LEH") and Liberty Mutual Insurance Company to Liberty Mutual Foundation Inc. (the "Foundation"). As a result of such transfer, the PT Reporting Person no longer owns any shares. LEH may be deemed to beneficially own the shares held by the Foundation due to their common control but have no pecuniary interest in such shares.
- [F2]Pursuant to the terms of the Second Amended and Restated Limited Liability Company Agreement of PT Reporting Person, LEH has the sole right to vote or dispose of the shares of Class A Common Stock held by the PT Reporting Person. Therefore, LEH is deemed to have beneficial ownership of such shares of Class A Common Stock. The sole member of LEH is Liberty Mutual Insurance Company ("Liberty Mutual"), which is wholly owned by Liberty Mutual Group Inc. The sole shareholder of Liberty Mutual Group Inc. is LMHC Massachusetts Holdings Inc., whose sole shareholder is Liberty Mutual Holding Company Inc. Because Liberty Mutual Holding Company Inc. is a mutual holding company, its members are entitled to vote at meetings of the company. No such member is entitled to cast 5% or more of the votes.
- [F3](Continued from Footnote 2) Each of PT Reporting Person, LEH, Liberty Mutual, Liberty Mutual Group Inc., LMHC Massachusetts Holdings Inc. and Liberty Mutual Holding Company Inc. (collectively, the "Record Holders") directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to be the indirect beneficial owner of some or all of the equity interests referred to in note 5 owned by the Record Holders.
- [F4](Continued from Footnote 3) Each Record Holder disclaims beneficial ownership of such equity interests reported herein, except to the extent of its pecuniary interest therein, and, with respect to each of the Record Holders, except to the extent of its respective direct ownership reported herein, and this report shall not be deemed an admission that the Record Holders are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
- [F5]Bevin Brown is an officer of LEH and serves on the Board of Directors of Crescent Energy Company (the "Issuer") as a nominee of the PT Reporting Person. The Issuer previously granted to Ms. Brown pursuant to the Crescent Energy Company 2021 Equity Incentive Plan, in her capacity as a director of the Issuer, and to another officer of LEH who previously served on the Board of Directors of the Issuer as a nominee of the PT Reporting Person, restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Class A Common Stock. Ms. Brown and such other LEH officer have agreed that they will not receive any separate compensation for serving as a director of the Issuer and will transfer to LEH any director compensation received from the Issuer, including any shares received in settlement of the RSUs.
Documents
Issuer
Crescent Energy Co
CIK 0001866175
Entity typeother
IncorporatedMA
Related Parties
1- filerCIK 0001142872
Filing Metadata
- Form type
- 4
- Filed
- Dec 17, 7:00 PM ET
- Accepted
- Dec 18, 6:54 PM ET
- Size
- 12.7 KB