Edgar Filing: HICKS THOMAS O

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 ^*

HICKS THOMAS O

2. Issuer Name and Ticker or Trading Symbol
Resolute Energy Corp [REN]

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)

100 CRESCENT COURT, SUITE 1200

3. Date of Earliest Transaction (Month/Day/Year)
01/07/2013

(Street)

DALLAS, TX 75201

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

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

Sponsor's Warrants (right to buy) ⁽⁴⁾ ⁽⁶⁾

$ 13

01/07/2013

J⁽⁴⁾⁽⁶⁾

4,666,667 ⁽⁴⁾ ⁽⁶⁾

⁽⁴⁾⁽⁶⁾

Common Stock, par value $0.0001 per share

4,666,667

⁽⁴⁾ ⁽⁶⁾

Founder's Warrants (right to buy) ⁽⁵⁾ ⁽⁷⁾

$ 13

01/07/2013

J⁽⁵⁾⁽⁷⁾

3,605,481 ⁽⁵⁾ ⁽⁷⁾

⁽⁵⁾⁽⁷⁾

Common Stock, par value $0.0001 per share

3,605,481

⁽⁵⁾ ⁽⁷⁾

Founder's Warrants (right to buy) ⁽⁵⁾ ⁽⁸⁾

$ 13

01/07/2013

J⁽⁵⁾⁽⁸⁾

613 ⁽⁵⁾ ⁽⁸⁾

⁽⁵⁾⁽⁸⁾

Common Stock, par value $0.0001 per share

613

⁽⁵⁾ ⁽⁸⁾

D ⁽⁹⁾

Founder's Warrants (right to buy) ⁽⁵⁾

$ 13

⁽⁵⁾

Common Stock, par value $0.0001 per share

3,606,708

3,606,708 ⁽¹⁾ ⁽²⁾

I ⁽³⁾

See Footnote ⁽³⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
HICKS THOMAS O 100 CRESCENT COURT SUITE 1200 DALLAS, TX 75201		X
HH-HACII GP, LLC 100 CRESCENT COURT SUITE 1200 DALLAS, TX 75201		X

Signatures

/s/ Thomas O. Hicks		01/09/2013
^**Signature of Reporting Person		Date
/s/ Thomas O. Hicks, sole member of HH-HACII GP, LLC		01/09/2013
^**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 filing of this Form 4 shall not be construed as an admission that Thomas O. Hicks (the "Principal"), is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, the beneficial owner of any of the Founder's Warrants exercisable to purchase shares of common stock, par value $0.0001 per share ("Common Stock"), of Resolute Energy Corporation (the "Company") held by Thomas O. & Cinda Hicks Family Foundation, TOH, Jr. Ventures, Ltd., MHH Ventures, Ltd., JAH Ventures, Ltd., RBH Ventures, Ltd., WCH Ventures, Ltd. or CFH Ventures, Ltd.
(2)	Pursuant to Rule 16a-1, the Principal disclaims any beneficial ownership of these securities, except to the extent of his pecuniary interests.
(3)	These securities are held by certain charitable foundations and entities established by the Principal for estate planning purposes. The Principal reports these securities because he has the power to vote and dispose of the securities held by each such entity.
(4)	Each Sponsor's Warrant entitles the holder to purchase one share of Common Stock of the Company at a price of $13.00 per share, subject to adjustment, at any time until September 25, 2014. However, Sponsor's Warrants will be exercisable only if a registration statement relating to the Common Stock issuable upon exercise of the warrants is effective and current.
(5)	Each Founder's Warrant entitles the holder to purchase one share of Common Stock of the Company at a price of $13.00 per share, subject to adjustment, at any time until September 25, 2014. However, Founder's Warrants will be exercisable only if a registration statement relating to the Common Stock issuable upon exercise of the warrants is effective and current.
(6)	On January 7, 2013, in a privately negotiated transaction, the Principal contributed 4,666,667 of the Sponsor's Warrants owned by him to a partnership in exchange for equity interests in the partnership.
(7)	On January 7, 2013, in a privately negotiated transaction, the Principal contributed 3,605,481 of the Founder's Warrants to a partnership in exchange for equity interests in the partnership.
(8)	On January 7, 2013, in a privately negotiated transaction, the Principal, as the sole member of HH-HACII GP, LLC, ("HH LLC"), contributed 613 of the Founder's Warrants held by HH-LLC to a partnership in exchange for equity interests in the partnership.
(9)	The Principal reports the securities held directly by HH LLC because, as the sole member of HH LLC at the time of purchase, the Principal controls the disposition and voting of the securities.

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