3: Initial statement of beneficial ownership of securities
Published on
| 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) 06/09/2026 |
3. Issuer Name and Ticker or Trading Symbol
ERock, Inc. [ EROC ] |
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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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| Class B Common Stock | 89,396,416(1) | I | See Footnotes(2)(3) |
| 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 | ||||
| Class B Units | (4) | (4) | Class A Common Stock | 89,396,416 | (4) | I | See Footnotes(2)(3) |
| Class M Units | (4)(5)(6) | (4)(5)(6) | Class A Common Stock | 107,739 | (4)(5)(6) | I | See Footnotes(2)(3) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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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. Shares of the Issuer's Class B common stock ("Class B Common Stock") have no economic value and have one vote per share. One share of Class B Common Stock is issued for each Class B Unit ("Class B Units") of Enchanted Rock Holdings LLC ("ER Holdings") held. Upon an exchange of Class B Units for shares of the Issuer's Class A common stock ("Class A Common Stock"), an equivalent number of shares of Class B Common Stock held by such holder will be automatically cancelled. |
| 2. These securities are directly held by EIP Flagship Fund I ER Holdings LLC ("Flagship"). |
| 3. Each of EIF ER Holdings LLC ("EIF ER Holdings", as the sole owner of Flagship), Energy Impact Fund (FT-D) LP ("FT-D", as owner of EIF ER Holdings), Energy Impact Partners LLC ("EIP LLC", as the managing member of EIF ER Holdings and the general partner of FT-D) and Hans Kobler, a nominee to the Issuer's Board of Directors ("Board") (as the managing member of EIP LLC), may also be deemed to be the beneficial owners having shared voting power and shared investment power of the securities held by Flagship. Voting and investment decisions with respect to the securities described in this Form 3 are made by the investment committee of EIP LLC, which comprises seven individuals, including Mr. Kobler, Lindsay Luger and Sameer Reddy, each of whom is a nominee to the Issuer's Board. Each member of this investment committee disclaims beneficial ownership of all securities described in this Form 3 except to the extent of his or her pecuniary interest therein. |
| 4. The Class B Units are exchangeable, at the holder's option, on a one-for-one basis into shares of Class A Common Stock. |
| 5. Reflect Class M Units ("Class M Units") of ER Holdings, which are "profits interests" for U.S. federal income tax purposes. Vested Class M Units are convertible, at the holder's option, into a number of Class B Units generally equal to the product of (a) the number of vested Class M Units to be converted, and (b) a fraction, the numerator of which is the amount that would be distributed in respect of a vested Class M Unit (taking into account the applicable threshold amount), and the denominator of which is the amount that would be distributed in respect of a Class B Unit, in each case if, immediately before the exchange, ER Holdings were to sell all of its assets for their fair market values, pay any liabilities, and distribute the proceeds available for distribution, subject to certain adjustments. Class M Units have no expiration date. |
| 6. All of these Class M Units have vested. |
| Remarks: |
| Exhibit 24 - Power of Attorney |
| /s/ Energy Impact Partners LLC, Daniel Reichert as attorney-in-fact | 06/09/2026 | |
| /s/ EIP Flagship Fund I ER Holdings LLC, Daniel Reichert as attorney-in-fact | 06/09/2026 | |
| /s/ EIF ER Holdings LLC, Daniel Reichert as attorney-in-fact | 06/09/2026 | |
| /s/ Energy Impact Fund (FT-B) LP, Daniel Reichert as attorney-in-fact | 06/09/2026 | |
| /s/ Energy Impact Fund (FT-D) LP, Daniel Reichert as attorney-in-fact | 06/09/2026 | |
| ** 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.