1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE
PERSONS (ENTITIES ONLY).
Palo Duro
Energy Fund, L.P.; EIN = 20-2354375
Palo Duro
Capital Partners, LP; EIN = 92-0376583
Matthew
Dougherty |
2 |
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
☒
(b)
o |
3 |
SEC USE ONLY
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Palo Duro
Energy Fund, L.P. – Delaware
Palo Duro
Capital Partners, LP – Delaware
Matthew
Dougherty – Illinois, United States |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5 |
SOLE VOTING POWER
Palo Duro
Energy Fund, L.P. – 1,587,219
Palo Duro
Capital Partners, LP – 361,166
Matthew Dougherty
– 97,650
|
6 |
SHARED VOTING POWER
Palo Duro
Energy Fund, L.P. – 0
Palo Duro
Capital Partners, LP – 0
Matthew Dougherty
– 0
|
7 |
SOLE DISPOSITIVE POWER
Palo Duro
Energy Fund, L.P. – 1,587,219
Palo Duro
Capital Partners, LP – 361,166
Matthew Dougherty
– 97,650
|
8 |
SHARED DISPOSITIVE POWER
Palo Duro
Energy Fund, L.P. – 0
Palo Duro
Capital Partners, LP – 0
Matthew Dougherty
– 0
|
9 |
AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
Palo Duro
Energy Fund, L.P. – 1,587,219
Palo Duro
Capital Partners, LP – 361,166
Matthew Dougherty
– 97,650
Total =
2,046,035
|
10 |
CHECK IF
THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
o |
11 |
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
Palo Duro
Energy Fund, L.P. – 6.70%
Palo Duro
Capital Partners, LP – 1.52%
Matthew Dougherty
– 0.41%
Total =
8.64%
|
12 |
TYPE OF
REPORTING PERSON*
Palo Duro
Energy Fund, L.P. – PN
Palo Duro
Capital Partners, LP – PN
Matthew Dougherty
– IN
|
*SEE
INSTRUCTION BEFORE FILLING OUT!
Item 1.
Epsilon Energy Ltd
| (b) | Address of Issuer's Principal Executive Offices |
16945
Northchase Drive, Suite 1610
Houston,
TX 77060
Item 2.
(a) Name of Person
Filing
Palo
Duro Energy Fund, L.P.
(b) Address of Principal
Business Office or, if none, Residence
_____________________________________________
(c) Citizenship
Delaware
(d) Title of Class
of Securities
Common Stock
(e) CUSIP Number
294375209
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person
filing is a: |
(a) o Broker
or dealer registered under section 15 of the Act.
(b) o Bank
as defined in section 3(a)(6) of the Act.
(c) o Insurance
company as defined in section 3(a)(19) of the Act.
(d) o Investment
company registered under section 8 of the Investment Company Act of 1940.
(e) o An
investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E).
(f) o An
employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F).
(g) o A
parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G).
(h) o A
savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
(i) o A
church plan that is excluded from the definition of an investment company under section 3(c)(14) of the
Investment Company Act of 1940.
(j) o A
non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J).
(k) ☐ Group,
in accordance with § 240.13d-1(b)(1)(ii)(K)
(a) Amount Beneficially
Owned
Palo
Duro Energy Fund, L.P. – 1,587,219
Palo
Duro Capital Partners, LP – 361,166
Matthew
Dougherty – 97,650
Total
= 2,046,035
(b) Percent of Class
Palo
Duro Energy Fund, L.P. – 6.70%
Palo
Duro Capital Partners, LP – 1.52%
Matthew
Dougherty – 0.41%
Total
= 8.64%
(c) Number of shares
as to which such person has:
| (i) | Sole power to vote or to direct the vote |
Palo
Duro Energy Fund, L.P. – 1,587,219
Palo
Duro Capital Partners, LP – 361,166
Matthew
Dougherty – 97,650
| (ii) | Shared power to vote or to direct the vote |
Palo
Duro Energy Fund, L.P. – 0
Palo
Duro Capital Partners, LP – 0
Matthew
Dougherty – 0
| (iii) | Sole power to dispose or to direct the disposition of |
Palo
Duro Energy Fund, L.P. – 1,587,219
Palo
Duro Capital Partners, LP – 361,166
Matthew
Dougherty – 97,650
| (iv) | Shared power to dispose or to direct the disposition of |
Palo
Duro Energy Fund, L.P. – 0
Palo
Duro Capital Partners, LP – 0
Matthew
Dougherty – 0
| 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 person has 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
or Control Person. |
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.
Palo Duro Energy Fund, L.P.
|
/s/ Matthew Dougherty |
|
Signature
February 14, 2023 |
|
Date
Matthew Dougherty / CEO of General Partner |
|
Name/Title
|
Palo Duro Capital Partners, LP
|
/s/ Matthew Dougherty |
|
Signature
February 14, 2023 |
|
Date
Matthew Dougherty / CEO of General Partner |
|
Name/Title
|
Matthew Dougherty
|
/s/ Matthew Dougherty |
|
Signature
February 14, 2023 |
|
Date
Matthew Dougherty |
|
Name/Title
|
Attention: Intentional misstatements or omissions of fact
constitute Federal criminal violations (See 18 U.S.C. 1001)