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WhiteHawk Minerals (WHK) redeems Series D preferred held by Cooperman entities

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

WhiteHawk Minerals Corp. reported that entities associated with Leon G. Cooperman had their Series D Preferred Stock redeemed in connection with the company’s initial public offering. A total of 6,000 and 14,000 shares of Series D Preferred Stock were redeemed at the stated value of $1,000 per share plus accrued dividends to deliver a contractually defined Minimum Return.

The 6,000 shares were held by Omega Capital Partners, L.P., and the 14,000 shares were held by The Leon and Toby Cooperman Foundation, a charitable trust. Cooperman has investment discretion over these entities but disclaims beneficial ownership beyond his pecuniary interest. The filing also shows 3,261,216 shares of Class A Common Stock held indirectly as of the reported date, without an open-market buy or sell.

Positive

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Insider COOPERMAN LEON G
Role null
Type Security Shares Price Value
Other Series D Preferred Stock 14,000 $0.00 --
Other Series D Preferred Stock 6,000 $0.00 --
holding Class A Common Stock, par value $0.0001 per share -- -- --
Holdings After Transaction: Series D Preferred Stock — 0 shares (Indirect, See Footnote); Class A Common Stock, par value $0.0001 per share — 3,261,216 shares (Indirect, See Footnote)
Footnotes (1)
  1. These shares of Series D Preferred Stock were redeemed by the Issuer in connection with the consummation of its initial public offering, for an amount consisting of (i) the stated value of $1,000 per share and (ii) $787,068.49 of accrued dividends and additional amounts necessary such that the holder received the Minimum Return (as defined in the Certificate of Designations of the Series D Preferred Stock). The securities are held in the account of Omega Capital Partners, L.P., a private investment entity over which the Reporting Person has investment discretion. The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose. These shares of Series D Preferred Stock were redeemed by the Issuer in connection with the consummation of its initial public offering, for an amount consisting of (i) the stated value of $1,000 per share and (ii) $337,315.07 of accrued dividends and additional amounts necessary such that the holder received the Minimum Return (as defined in the Certificate of Designations of the Series D Preferred Stock). The securities were held in the account of The Leon and Toby Cooperman Foundation, a charitable trust dated December 16, 1981 (the "Foundation"). The Reporting Person has investment discretion over the securities held by the Foundation as one of the trustees of the Foundation. The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
Indirect Class A Common holdings 3,261,216 shares Class A Common Stock held indirectly after reported date
Redeemed Series D Preferred 6,000 shares Series D Preferred Stock redemption tied to IPO (Omega Capital Partners)
Redeemed Series D Preferred 14,000 shares Series D Preferred Stock redemption tied to IPO (Cooperman Foundation)
Stated value per preferred share $1,000 per share Series D Preferred Stock stated value used in redemption
Accrued dividends on 6,000 shares $787,068.49 Accrued dividends and additional amounts to reach Minimum Return
Accrued dividends on 14,000 shares $337,315.07 Accrued dividends and additional amounts to reach Minimum Return
Series D Preferred Stock financial
"These shares of Series D Preferred Stock were redeemed by the Issuer"
Series D preferred stock is a specific class of preferred shares typically issued in a later-stage financing round that gives holders special rights such as priority for payout before common shareholders, fixed or cumulative dividends, and often the option to convert into common shares. Investors care because these shares affect who gets paid first in a sale or liquidation, influence ownership and voting power, and change how future fundraising or an exit will impact an investor’s return—like a VIP ticket that can sometimes be exchanged for a regular ticket if that proves more valuable.
Minimum Return financial
"additional amounts necessary such that the holder received the Minimum Return"
Certificate of Designations financial
"Minimum Return (as defined in the Certificate of Designations of the Series D Preferred Stock)"
A certificate of designations is a formal legal document that spells out the specific rights and rules attached to a particular class of stock, most often preferred shares. It tells investors who gets paid first, what dividends or conversion rights exist, and any voting or liquidation priorities—like an instruction sheet that decides which shareholders get preference if a company pays out or is sold. Those terms directly affect a security’s value and risk.
accrued dividends financial
"$787,068.49 of accrued dividends and additional amounts necessary"
Accrued dividends are payments a company owes to shareholders that have been earned or officially declared but not yet paid; think of them as an IOU the company has for past dividend obligations. They matter to investors because they represent a near-term claim on a company’s cash, affect the company’s reported liabilities and value, and can be especially important when assessing income reliability or priority in a payout situation.
stated value financial
"for an amount consisting of (i) the stated value of $1,000 per share"
Stated value is an accounting figure a company assigns to a share when the share has no par (legal) value; it becomes the portion of proceeds recorded as the company’s permanent capital for regulatory and bookkeeping purposes. It matters to investors because it affects the equity reported on the balance sheet and the legal limits on distributions or dividend payments, but it is not the market price — think of it as a record-keeping sticker price rather than what buyers actually pay.
pecuniary interest financial
"disclaims beneficial ownership except to the extent of his pecuniary interest therein"
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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
COOPERMAN LEON G

(Last)(First)(Middle)
ST. ANDREW'S COUNTRY CLUB
7118 MELROSE CASTLE LANE

(Street)
BOCA RATON FLORIDA 33496

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
WhiteHawk Minerals Corp. [ WHK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Series D Preferred Stock06/10/2026J14,000D(1)0ISee Footnote(2)
Series D Preferred Stock06/10/2026J6,000D(3)0ISee Footnote(4)
Class A Common Stock, par value $0.0001 per share3,261,216ISee Footnote(2)
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 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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. These shares of Series D Preferred Stock were redeemed by the Issuer in connection with the consummation of its initial public offering, for an amount consisting of (i) the stated value of $1,000 per share and (ii) $787,068.49 of accrued dividends and additional amounts necessary such that the holder received the Minimum Return (as defined in the Certificate of Designations of the Series D Preferred Stock).
2. The securities are held in the account of Omega Capital Partners, L.P., a private investment entity over which the Reporting Person has investment discretion. The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
3. These shares of Series D Preferred Stock were redeemed by the Issuer in connection with the consummation of its initial public offering, for an amount consisting of (i) the stated value of $1,000 per share and (ii) $337,315.07 of accrued dividends and additional amounts necessary such that the holder received the Minimum Return (as defined in the Certificate of Designations of the Series D Preferred Stock).
4. The securities were held in the account of The Leon and Toby Cooperman Foundation, a charitable trust dated December 16, 1981 (the "Foundation"). The Reporting Person has investment discretion over the securities held by the Foundation as one of the trustees of the Foundation. The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
/a/ Edward Levy, Attorney-In-Fact, POA on file06/12/2026
** Signature of Reporting PersonDate
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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

What does Leon G. Cooperman’s Form 4 for WhiteHawk Minerals (WHK) report?

The Form 4 reports redemptions of WhiteHawk Minerals Series D Preferred Stock held by entities associated with Leon G. Cooperman in connection with the company’s IPO, plus accrued dividends to reach a defined Minimum Return under the preferred stock terms.

How many WhiteHawk Minerals (WHK) Series D Preferred shares were redeemed?

The filing shows redemption of 6,000 and 14,000 shares of WhiteHawk Minerals Series D Preferred Stock. These redemptions occurred in connection with the initial public offering and were settled at the stated value of $1,000 per share plus specified accrued dividends.

Which entities linked to Leon G. Cooperman held the redeemed WHK preferred shares?

The 6,000 redeemed Series D Preferred shares of WhiteHawk Minerals were held by Omega Capital Partners, L.P., and the 14,000 shares were held by The Leon and Toby Cooperman Foundation, a charitable trust where Cooperman has investment discretion as a trustee.

What consideration did holders receive for the redeemed WHK Series D Preferred Stock?

Holders of WhiteHawk Minerals Series D Preferred Stock received the stated value of $1,000 per share plus accrued dividends of $787,068.49 and $337,315.07, along with additional amounts required so each holder achieved the contractually defined Minimum Return under the preferred terms.

How many WHK Class A Common shares are shown as indirectly held after the transactions?

The Form 4 indicates 3,261,216 shares of WhiteHawk Minerals Class A Common Stock held indirectly as of the reported date. This entry reflects holdings rather than an open-market purchase or sale and is associated with entities over which Cooperman has investment discretion.

Does Leon G. Cooperman claim full beneficial ownership of the WHK securities reported?

No. The filing states that Leon G. Cooperman disclaims beneficial ownership of WhiteHawk Minerals securities held by Omega Capital Partners, L.P. and The Leon and Toby Cooperman Foundation, except to the extent of his pecuniary interest, a common disclosure for managed or charitable entities.