FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

MRD Holdco LLC
2. Issuer Name and Ticker or Trading Symbol

Range Resources - Louisiana, Inc. [ MRD ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      __ X __ Other (specify below)
Director by Deputization
(Last)          (First)          (Middle)

500 DALLAS STREET, SUITE 1800
3. Date of Earliest Transaction (MM/DD/YYYY)

9/16/2016
(Street)

HOUSTON, TX 77002
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.01   9/16/2016     J (1)    74407005   D   (1) 0   I   See footnotes   (2) (3)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  Disposed of pursuant to the Agreement and Plan of Merger dated as of May 15, 2016 (the "Merger Agreement"), by and among Memorial Resource Development Corp. (the "Issuer"), Range Resources Corporation ("Range"), and Medina Merger Sub, Inc., a wholly owned subsidiary of Range. Upon the effective time of the merger on September 16, 2016, (i) each share of common stock of the Issuer outstanding immediately before the effective time, including MRD Holdco LLC's ("MRD Holdco") 74,407,005 shares of common stock, was automatically converted into the right to receive 0.375 of a share of Range common stock and (ii) the Issuer's name was changed to Range Resources - Louisiana, Inc.
( 2)  This form is jointly filed by MRD Holdco, Natural Gas Partners VIII, L.P. ("NGP VIII"), Natural Gas Partners IX, L.P. ("NGP IX"), NGP IX Offshore Holdings, L.P. ("NGP IX Offshore"), GFW VIII, L.L.C. ("GFW VIII"), G.F.W. Energy VIII, L.P. ("GFW Energy VIII"), GFW IX, L.L.C. ("GFW IX"), G.F.W. Energy IX, L.P. ("GFW Energy IX") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). NGP VIII, NGP IX and NGP IX Offshore own a controlling interest in MRD Holdco. GFW VIII is the sole general partner of GFW Energy VIII, which is the general partner of NGP VIII, and GFW IX is the sole general partner of GFW Energy IX, which is the general partner of NGP IX and NGP IX Offshore. Accordingly, each of MRD Holdco, NGP VIII, NGP IX, NGP IX Offshore, GFW VIII, GFW Energy VIII, GFW IX and GFW Energy IX may be deemed to share voting and dispositive power over the reported securities, and as a result may also be deemed to be the beneficial owners of these securities.
( 3)  GFW VIII has delegated full power and authority to manage NGP VIII, and GFW IX has delegated full power and authority to manage NGP IX and NGP IX Offshore, respectively, to NGP ECM and, accordingly, NGP ECM may be deemed to share voting and dispositive power over these securities, and as result may be deemed to beneficially own these reported securities. MRD Holdco, NGP VIII, NGP IX, NGP IX Offshore, GFW VIII, GFW Energy VIII, GFW IX, GFW Energy IX and NGP ECM each disclaim beneficial ownership of the reported securities in excess of such entity's pecuniary interest in the securities. This report shall not be deemed an admission that the reporting persons are beneficial owners of the reported securities for purposes of Section 16 or for any other purpose.

Remarks:
Prior to the effective time of the merger, MRD Holdco LLC had the right to appoint up to three of the directors of the Board of Directors of the Issuer. Therefore, MRD Holdco LLC may be deemed a director by deputization.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
MRD Holdco LLC
500 DALLAS STREET, SUITE 1800
HOUSTON, TX 77002

X
Director by Deputization
Natural Gas Partners VIII, L.P.
5221 N. O'CONNOR BLVD., SUITE 1100
IRVING, TX 75039

X
Director by Deputization
Natural Gas Partners IX, L.P.
5221 N. O'CONNOR BLVD., SUITE 1100
IRVING, TX 75039

X
Director by Deputization
NGP IX Offshore Holdings, L.P.
5221 N. O'CONNOR BLVD., SUITE 1100
IRVING, TX 75039

X
Director by Deputization
GFW VIII, L.L.C.
5221 N. O'CONNOR BLVD., SUITE 1100
IRVING, TX 75039

X
Director by Deputization
G.F.W. Energy VIII, L.P.
5221 N. O'CONNOR BLVD., SUITE 1100
IRVING, TX 75039

X
Director by Deputization
GFW IX, L.L.C.
5221 N. O?CONNOR BLVD., SUITE 1100
IRVING, TX 75039

X
Director by Deputization
G.F.W. ENERGY IX, L.P.
5221 N. O'CONNOR BLVD., SUITE 1100
IRVING, TX 75039

X
Director by Deputization
NGP Energy Capital Management, L.L.C.
5221 N. O'CONNOR BLVD., SUITE 1100
IRVING, TX 75039

X
Director by Deputization

Signatures
/s/ Kyle N. Roane, Vice President, General Counsel & Corporate Secretary of MRD Holdco LLC 9/16/2016
** Signature of Reporting Person Date

/s/ Tony R. Weber, Authorized Representative of GFW VIII, L.L.C., general partner of G.F.W. Energy VIII, L.P., general partner of Natural Gas Partners VIII, L.P. 9/16/2016
** Signature of Reporting Person Date

/s/ Tony R. Weber, Authorized Representative of GFW VIII, L.L.C., general partner of G.F.W. Energy VIII, L.P. 9/16/2016
** Signature of Reporting Person Date

/s/ Tony R. Weber, Authorized Representative of GFW VIII, L.L.C. 9/16/2016
** Signature of Reporting Person Date

/s/ Tony R. Weber, Authorized Representative of GFW IX, L.L.C., general partner of G.F.W. Energy IX, L.P., general partner of NGP IX Offshore Holdings, L.P. 9/16/2016
** Signature of Reporting Person Date

/s/ Tony R. Weber, Authorized Representative of GFW IX, L.L.C., general partner of G.F.W. Energy IX, L.P., general partner of Natural Gas Partners IX, L.P. 9/16/2016
** Signature of Reporting Person Date

/s/ Tony R. Weber, Authorized Representative of GFW IX, L.L.C., general partner of G.F.W. Energy IX, L.P. 9/16/2016
** Signature of Reporting Person Date

/s/ Tony R. Weber, Authorized Representative of GFW IX, L.L.C. 9/16/2016
** Signature of Reporting Person Date

/s/ Tony R. Weber, Authorized Representative of NGP Energy Capital Management, L.L.C. 9/16/2016
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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