3: Initial statement of beneficial ownership of securities
Published on September 26, 2025
FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIESFiled pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 09/16/2025 |
3. Issuer Name and Ticker or Trading Symbol
MACH NATURAL RESOURCES LP [ MNR ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Common Units | 25,407,349 | I | See Footnotes(1)(3)(4) |
Common Units | 5,203,915 | I | See Footnotes(2)(3)(4) |
1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. These common units are held directly by VEPU Inc., which is wholly owned by IDI Investment S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Constantin von Wasserschleben. This statement is jointly filed by and on behalf each of the foregoing entities and Mr. von Wasserschleben. As such, each of the foregoing entities and Mr. von Wasserschleben may be deemed to share beneficial ownership of the securities held of record by VEPU Inc. |
2. These common units are held directly by SIMLOG Inc., which is wholly owned by Simlog S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben. This statement is jointly filed by and on behalf each of the foregoing entities and Mr. von Wasserschleben. As such, each of the foregoing entities and Mr. von Wasserschleben may be deemed to share beneficial ownership of the securities held of record by SIMLOG Inc. |
3. The reporting persons each disclaim beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such reporting person in such securities. Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such reporting person is, for purposes of Section 16 of the Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise, the beneficial owner of any securities covered by this statement. |
4. The reporting persons may be deemed to be a member of a group with respect to Mach Natural Resources LP (the "Issuer") or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Exchange Act. The reporting persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer. |
IKAV GENERAL PARTNER S.A R.L. By: /s/ Gregor Gruber Name: Gregor Gruber Title: Director By: /s/ Marco Hoopmann Name: Marco Hoopmann Title: Director | 09/26/2025 | |
VEPU INC. By: /s/ Gregor Gruber Name: Gregor Gruber Title: Director | 09/26/2025 | |
** 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 5 (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 Number.