Edgar Filing: CARBO CERAMICS INC

Ownership Submission

FORM 4

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

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Wilks Brothers, LLC

2. Issuer Name and Ticker or Trading Symbol
CARBO CERAMICS INC [CRR]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
See Remarks

(Last)

(First)

(Middle)

17010 IH 20

3. Date of Earliest Transaction (Month/Day/Year)
05/19/2017

(Street)

CISCO, TX 76437

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction 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
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Warrant

$ 14.91

05/19/2017

251,608

⁽¹⁾

12/31/2022

Common Stock

251,608

⁽¹⁾

523,022

Put Option (obligation to buy)

$ 14

12/06/2016

6,275

⁽²⁾

06/16/2017

Common Stock

627,500

⁽²⁾

6,275 ⁽²⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Wilks Brothers, LLC 17010 IH 20 CISCO, TX 76437		X		See Remarks
Wilks Dan H. 17010 IH 20 CISCO, TX 76437		X
Wilks Staci 17010 IH 20 CISCO, TX 76437		X
Wilks Farris 17010 IH 20 CISCO, TX 76437		X

Signatures

Dan H. Wilks, By: /s/ Morgan D Neff, Morgan D Neff, as Attorney-in-Fact		05/22/2017
^**Signature of Reporting Person		Date
Staci Wilks, By: /s/ Morgan D Neff, Morgan D Neff, as Attorney-in-Fact		05/22/2017
^**Signature of Reporting Person		Date
Farris Wilks, By: /s/ Morgan D Neff, Morgan D Neff, as Attorney-in-Fact		05/22/2017
^**Signature of Reporting Person		Date
WILKS BROTHERS, LLC, By: /s/ Morgan D Neff, Name: Morgan D Neff, Title: Attorney-in-Fact		05/22/2017
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	The Warrant is owned directly by Wilks Brothers, LLC. On March 2, 2017, in connection with entry into a credit agreement, the Issuer issued a Warrant (the "Warrant") to Wilks Brothers, LLC. Subject to the terms of the Warrant, the Warrant entitles the holder thereof to purchase up to 523,022 shares of the Common Stock, at an exercise price of $14.91 per share, payable in cash. Until receipt of stockholder approval, the holder of the Warrant shall not be entitled to exercise the Warrant to the extent that the number of shares of Common Stock to be purchased upon such exercise, plus the number of shares of Common Stock purchased on any prior exercise of the Warrant, exceeds 271,414 shares of Common Stock. On May 19, 2017, the Issuer announced it obtained the stockholder approval at a meeting of its stockholders held on May 16, 2017.
(2)	On December 6, 2016, Wilks Brothers sold short 6,325 over the counter market American-style put options referencing 632,500 shares of Common Stock, which have a strike price of $14.00 and expire on June 16, 2017. On April 27, 2017, 4,600 shares were put to Wilks Brothers, LLC. On May 1, 2017 an additional 400 shares were put to Wilks Brothers, LLC.
Remarks: This Form 4 is also being filed by (i) Dan H. Wilks, in his capacity as a managing member of Wilks Brothers, LLC (ii) Farris Wilks, in his capacity as a managing member of Wilks Brothers, LLC and (iii) Staci Wilks. Dan H. Wilks and Staci Wilks are husband and wife and Dan H. Wilks and Farris Wilks are brothers. Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

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