Pure Cycle Corporation

01/15/2026 | Press release | Distributed by Public on 01/15/2026 15:58

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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 or Section 30(h) of the Investment Company Act of 1940
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OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Roller Daniel J
2. Issuer Name and Ticker or Trading Symbol
PURE CYCLE CORP [PCYO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O MARAN CAPITAL MANAGEMENT, LLC, 250 FILLMORE ST, UNIT 150
3. Date of Earliest Transaction (Month/Day/Year)
01/14/2026
(Street)
DENVER, CO 80206
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
Common Stock, par value 1/3 of $0.01 per share(1) 01/14/2026 A 2,653 A $ 0 2,653 D
Common Stock, par value 1/3 of $0.01 per share(1) 469,000 I By Maran Partners Fund, LP(2)
Common Stock, par value 1/3 of $0.01 per share(1) 480,000 I By Maran SPV1 LP(3)
Common Stock, par value 1/3 of $0.01 per share(1) 2,600,000 I By Plaisance SPV I, LLC(4)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Roller Daniel J
C/O MARAN CAPITAL MANAGEMENT, LLC
250 FILLMORE ST, UNIT 150
DENVER, CO 80206
X X
Maran SPV GP, LLC
C/O MARAN CAPITAL MANAGEMENT, LLC
250 FILLMORE ST, UNIT 150
DENVER, CO 80206
X
Maran Capital Management, LLC
C/O MARAN CAPITAL MANAGEMENT, LLC
250 FILLMORE ST, UNIT 150
DENVER, CO 80206
X
Maran Partners Fund, LP
C/O MARAN CAPITAL MANAGEMENT, LLC
250 FILLMORE ST, UNIT 150
DENVER, CO 80206
X
Maran SPV1 LP
C/O MARAN CAPITAL MANAGEMENT, LLC
250 FILLMORE ST, UNIT 150
DENVER, CO 80206
X
Maran Partners GP, LLC
C/O MARAN CAPITAL MANAGEMENT, LLC
250 FILLMORE ST, UNIT 150
DENVER, CO 80206
X
Plaisance SPV I, LLC
C/O MARAN CAPITAL MANAGEMENT, LLC
250 FILLMORE ST, UNIT 150
DENVER, CO 80206
X

Signatures

/s/ Daniel J. Roller 01/15/2026
**Signature of Reporting Person Date
Maran Capital Management, LLC, By: /s/ Daniel J. Roller, Managing Member 01/15/2026
**Signature of Reporting Person Date
Maran SPV GP, LLC, By: /s/ Daniel J. Roller, Managing Member 01/15/2026
**Signature of Reporting Person Date
Maran SPV1 LP, By: Maran SPV GP, LLC, By: /s/ Daniel J. Roller, Managing Member 01/15/2026
**Signature of Reporting Person Date
Maran Partners GP, LLC, By: /s/ Daniel J. Roller, Managing Member 01/15/2026
**Signature of Reporting Person Date
Maran Partners Fund, LP, By: Maran Partners GP, LLC, By: /s/ Daniel J. Roller, Managing Member 01/15/2026
**Signature of Reporting Person Date
Plaisance SPV I, LLC, By: /s/ Daniel J. Roller, Managing Member 01/15/2026
**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) This Form 4 is filed jointly by Maran Partners Fund, LP ("MPF"), a Delaware limited partnership, Maran Partners GP, LLC ("MPGP"), a Delaware limited liability company, Maran SPV1 LP ("MSPV1"), a Delaware limited partnership, Maran SPV GP, LLC ("MSPVGP"), a Colorado limited liability company, Plaisance SPV I, LLC ("PSPVI"), a Delaware limited liability company, Maran Capital Management, LLC ("MCM"), a Delaware limited liability company, and Daniel J. Roller (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock, par value 1/3 of $0.01 per share.
(2) Securities owned directly by MPF. The reported securities may be deemed to be indirectly beneficially owned by MPGP, as the general partner of MPF. The reported securities may also be deemed to be indirectly beneficially owned by MCM, as the investment manager of MPF. The reported securities may also be deemed to be indirectly beneficially owned by Daniel J. Roller, as the sole managing member of MPGP and MCM. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
(3) Securities owned directly by MSPV1. The reported securities may be deemed to be indirectly beneficially owned by MSPVGP, as the general partner of the MSPV1. The reported securities may also be deemed to be indirectly beneficially owned by MCM, as the investment manager of MSPV1. The reported securities may also be deemed to be indirectly beneficially owned by Daniel J. Roller, as the sole managing member of MSPVGP and MCM. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
(4) Securities owned directly by PSPVI. The reported securities may be deemed to be indirectly beneficially owned by MCM, as the investment manager of PSPVI. The reported securities may also be deemed to be indirectly beneficially owned by Daniel J. Roller, as the sole managing member of MCM. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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