Edgar Filing: EVOLUTION PETROLEUM CORP

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 ^*

LOVOI JOHN

2. Issuer Name and Ticker or Trading Symbol
EVOLUTION PETROLEUM CORP [EPM]

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

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

(Last)

(First)

(Middle)

10,000 MEMORIAL DRIVE,, SUITE 500

3. Date of Earliest Transaction (Month/Day/Year)
03/07/2014

(Street)

HOUSTON, TX 77024

4. If Amendment, Date Original Filed(Month/Day/Year)
03/11/2014

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
COMMON STOCK	03/07/2014		S		1,700 ⁽²⁾	D	$ 13.2107 ⁽³⁾	1,367,810 ⁽⁵⁾	I ⁽⁶⁾ ⁽⁷⁾	See footnote 6
COMMON STOCK	03/10/2014		S		30,400 ⁽²⁾	D	$ 13	1,337,410 ⁽⁵⁾	I ⁽⁶⁾ ⁽⁷⁾	See footnote 6
COMMON STOCK	03/11/2014		S		7,517 ⁽²⁾	D	$ 13.0034 ⁽⁴⁾	1,329,893 ⁽¹⁾ ⁽⁵⁾	I ⁽⁶⁾ ⁽⁷⁾	See footnote 6
COMMON STOCK								279,860 ⁽⁸⁾	I ⁽⁶⁾ ⁽⁷⁾	See footnotes 6 and 8
COMMON STOCK								975,041 ⁽⁹⁾	I ⁽⁶⁾ ⁽⁷⁾	See footnotes 6 and 9
COMMON STOCK								1,294,859 ⁽¹⁰⁾	I ⁽⁶⁾ ⁽⁷⁾	See footnotes 6 and 10
COMMON STOCK								199,700 ⁽¹¹⁾	I ⁽⁶⁾ ⁽⁷⁾	See footnotes 6 and 11
COMMON STOCK								175,000 ⁽¹²⁾	I ⁽⁶⁾ ⁽⁷⁾	See footnotes 6 and 12
COMMON STOCK								700,972 ⁽¹³⁾	I ⁽⁶⁾ ⁽⁷⁾	See footnotes 6 and 13
COMMON STOCK								40,000 ⁽¹⁴⁾	I ⁽⁶⁾ ⁽⁷⁾	See footnotes 6 and 14
COMMON STOCK								12,153 ⁽¹⁵⁾	I ⁽⁶⁾ ⁽⁷⁾	See footnotes 6 and 15

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
LOVOI JOHN 10,000 MEMORIAL DRIVE, SUITE 500 HOUSTON, TX 77024		X

Signatures

/s/ John V. Lovoi		03/13/2014
^**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)	Amendment filed to report the correct amount of securities beneficially owned following the reported transaction.
(2)	Represents the sale of shares of common stock by Belridge Energy Advisors, LP.
(3)	The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $12.90 to $12.91. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price.
(4)	The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $13.00 to $13.02. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price.
(5)	Represents shares of common stock held by Belridge Energy Advisors, LP.
(6)	The reporting person is the managing member of JVL Advisors, LLC, which is the ultimate controlling entity of each of Navitas Fund LP, JVL Partners, LP, Asklepios Energy Fund, LP, Hephaestus Energy Fund, LP, Urja LP, TJS Energy Fund, LP, and PanakeiaEnergy Fund LP. The reporting person is a managing member of Peninsula-JVL Capital Advisors, LLC, which is the general partner of Belridge Energy Advisors, LP, and is a managing member of Lobo Baya, LLC, which is the ultimate controlling entity of Luxiver, LP.
(7)	Because of the reporting person's control of Belridge Energy Advisors, LP, Luxiver, LP, Navitas Fund LP, JVL Partners, LP, Asklepios Energy Fund, LP, Hephaestus Energy Fund, LP, Urja LP, TJS Energy Fund, LP, and PanakeiaEnergy Fund LP the reporting person may be deemed to share the power to vote and the sole power to dispose of the shares of common stock held by those entities, thus he may also be deemed to be the beneficial owner of these shares of common stock. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the reported securities for purposes of Section 16 or for any other purpose.
(8)	Represents shares of common stock held by JVL Partners, LP.
(9)	Represents shares of common stock held by Navitas Fund, LP.
(10)	Represents shares of common stock held by Luxiver, LP.
(11)	Represents shares of common stock held by Asklepios Energy Fund, LP.
(12)	Represents shares of common stock held by Panakeia Energy Fund, LP.
(13)	Represents shares of common stock held by Hephaestus Energy Fund, LP.
(14)	Represents shares of common stock held by TJS Energy Fund, LP.
(15)	Represents shares of common stock held by Urja, LP.

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