Edgar Filing: SANDRIDGE ENERGY INC

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF 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 ^*

Â Tyrus Capital S.A.M.

2. Date of Event Requiring Statement (Month/Day/Year)
10/04/2016

3. Issuer Name and Ticker or Trading Symbol
SANDRIDGE ENERGY INC [SD]

(Last)

(First)

(Middle)

4 AVENUE ROQUEVILLE

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

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

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

MONACO,Â O9Â MC 98000

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 Beneficially Owned

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)
Common Stock	1,518,765	I ⁽¹⁾ ⁽³⁾	See footnotes ⁽¹⁾ ⁽³⁾
Common Stock	416,619	I ⁽²⁾ ⁽³⁾	See footnotes ⁽²⁾ ⁽³⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
0.00% Convertible Senior Subordinated Notes due 2020	10/04/2016⁽⁴⁾	10/04/2020	Common Stock	1,162,707	$ ⁽⁴⁾	I ⁽¹⁾ ⁽³⁾	See footnotes ⁽¹⁾ ⁽³⁾
0.00% Convertible Senior Subordinated Notes due 2020	10/04/2016⁽⁴⁾	10/04/2020	Common Stock	502,174	$ ⁽⁴⁾	I ⁽²⁾ ⁽³⁾	See footnotes ⁽²⁾ ⁽³⁾
Series A Warrants (right to buy)	10/04/2016⁽⁵⁾	10/04/2022	Common Stock	14,753	$ 41.34	I ⁽²⁾ ⁽³⁾	See footnotes ⁽²⁾ ⁽³⁾
Series B Warrants (right to buy)	10/04/2016⁽⁵⁾	10/04/2022	Common Stock	6,211	$ 42.03	I ⁽²⁾ ⁽³⁾	See footnotes ⁽²⁾ ⁽³⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Tyrus Capital S.A.M. 4 AVENUE ROQUEVILLE MONACO,Â O9Â MC 98000	Â	Â	Â	Â
Chedraoui Tony 4 AVENUE ROQUEVILLE MONACO,Â O9Â MC 98000	Â	Â	Â	Â

Signatures

Tyrus Capital S.A.M., By: Mark Madden, Director /s/ Mark Madden		10/14/2016
^**Signature of Reporting Person		Date
/s/ Tony Chedraoui		10/14/2016
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	These shares of the Issuer's Common Stock, $0.001 par value per share (the "Shares") or 0.00% Convertible Senior Subordinated Notes due 2020 ("Convertible Notes"), as applicable, are held for the account of Tyrus Capital Event Master Fund Limited. Tyrus Capital S.A.M serves as investment manager to Tyrus Capital Event Master Fund Limited. Mr. Chedraoui is the Chief Investment Officer and control person of Tyrus Capital S.A.M.
(2)	These Shares, Convertible Notes, Series A Warrants or Series B Warrants (together with the Series A Warrants, "Warrants"), as applicable, are held for the account of TC Five Limited. Tyrus Capital S.A.M. serves as investment manager to TC Five Limited.
(3)	Each Reporting Person disclaims beneficial ownership of the Shares, including Shares obtainable upon conversion of Convertible Notes and upon exercise of Warrants, except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Shares for purposes of Section 16 of the Securities Exchange Act of 1934, or for any other purpose.
(4)	The Convertible Notes are initially convertible at a conversion rate of 0.05330841 Shares per $1.00 principal amount of Convertible Notes, subject to adjustment pursuant to the terms of the Convertible Notes. The Convertible Notes are immediately convertible and are convertible at any time to, and including, the business day immediately preceding the maturity date of October 4, 2020. On the maturity date, the Convertible Notes will mandatorily convert into Shares unless earlier repurchased, redeemed or converted.
(5)	The Warrants are immediately exercisable and are exercisable at any time until they expire on October 4, 2022.

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