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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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X0202 SCHEDULE 13D/A 0001140361-24-026320 0001403528 XXXXXXXX LIVE 6 Common Stock, $0.0001 par value per share 05/13/2026 0001282648 40537Q803 Battalion Oil Corporation 820 Gessner Road Suite 1100 Houston TX 77024 Richard Ting (213) 830-6300 Oaktree Capital Management, L.P. 333 S. Grand Avenue, 28th Floor Los Angeles CA 90071 Y OCM HLCN Holdings, L.P. b DE 0 12437521 0 12437521 12437521 40.82 PN The reported securities include 8,446,746 shares of Common Stock issuable upon conversion or redemption of the shares of Preferred Stock (as defined below) directly held by OCM HLCN Holdings, L.P. ("OCM HLCN"). All calculations of percentage ownership herein are based upon an aggregate of 22,018,849 shares of Common Stock outstanding as of May 8, 2026 as set forth in the Quarterly Report on Form 10-Q filed by the Issuer with the SEC on May 13, 2026 (the "10-Q"), plus 8,446,746 shares of Common Stock issuable upon conversion or redemption of shares of Preferred Stock beneficially owned by the Reporting Persons. Y Oaktree Fund GP, LLC b DE 0 12437521 0 12437521 12437521 40.82 OO The reported securities include 8,446,746 shares of Common Stock issuable upon conversion or redemption of the shares of Preferred Stock (as defined below) directly held by OCM HLCN. All calculations of percentage ownership herein are based upon an aggregate of 22,018,849 shares of Common Stock outstanding as of May 8, 2026 as set forth in the Form 10-Q filed by the Issuer with the SEC on May 13, 2026, plus 8,446,746 shares of Common Stock issuable upon conversion or redemption of shares of Preferred Stock beneficially owned by the Reporting Persons. Y Oaktree Fund GP I, L.P. b DE 0 12437521 0 12437521 12437521 40.82 PN The reported securities include 8,446,746 shares of Common Stock issuable upon conversion or redemption of the shares of Preferred Stock (as defined below) directly held by OCM HLCN. All calculations of percentage ownership herein are based upon an aggregate of 22,018,849 shares of Common Stock outstanding as of May 8, 2026 as set forth in the Form 10-Q filed by the Issuer with the SEC on May 13, 2026, plus 8,446,746 shares of Common Stock issuable upon conversion or redemption of shares of Preferred Stock beneficially owned by the Reporting Persons. Y Oaktree Capital I, L.P. b DE 0 12437521 0 12437521 12437521 40.82 PN The reported securities include 8,446,746 shares of Common Stock issuable upon conversion or redemption of the shares of Preferred Stock (as defined below) directly held by OCM HLCN. All calculations of percentage ownership herein are based upon an aggregate of 22,018,849 shares of Common Stock outstanding as of May 8, 2026 as set forth in the Form 10-Q filed by the Issuer with the SEC on May 13, 2026, plus 8,446,746 shares of Common Stock issuable upon conversion or redemption of shares of Preferred Stock beneficially owned by the Reporting Persons. Y Brookfield OCM Holdings II, LLC b DE 0 12437521 0 12437521 12437521 40.82 OO The reported securities include 8,446,746 shares of Common Stock issuable upon conversion or redemption of the shares of Preferred Stock (as defined below) directly held by OCM HLCN. All calculations of percentage ownership herein are based upon an aggregate of 22,018,849 shares of Common Stock outstanding as of May 8, 2026 as set forth in the Form 10-Q filed by the Issuer with the SEC on May 13, 2026, plus 8,446,746 shares of Common Stock issuable upon conversion or redemption of shares of Preferred Stock beneficially owned by the Reporting Persons. Y Brookfield OCM Holdings, LLC b DE 0 12437521 0 12437521 12437521 40.82 OO The reported securities include 8,446,746 shares of Common Stock issuable upon conversion or redemption of the shares of Preferred Stock (as defined below) directly held by OCM HLCN. All calculations of percentage ownership herein are based upon an aggregate of 22,018,849 shares of Common Stock outstanding as of May 8, 2026 as set forth in the Form 10-Q filed by the Issuer with the SEC on May 13, 2026, plus 8,446,746 shares of Common Stock issuable upon conversion or redemption of shares of Preferred Stock beneficially owned by the Reporting Persons. 0001403528 N Brookfield Oaktree Holdings, LLC b DE 0 12437521 0 12437521 12437521 40.82 OO The reported securities include 8,446,746 shares of Common Stock issuable upon conversion or redemption of the shares of Preferred Stock (as defined below) directly held by OCM HLCN. All calculations of percentage ownership herein are based upon an aggregate of 22,018,849 shares of Common Stock outstanding as of May 8, 2026 as set forth in the Form 10-Q filed by the Issuer with the SEC on May 13, 2026, plus 8,446,746 shares of Common Stock issuable upon conversion or redemption of shares of Preferred Stock beneficially owned by the Reporting Persons. Y Oaktree Capital Group Holdings GP, LLC b DE 0 12437521 0 12437521 12437521 40.82 OO The reported securities include 8,446,746 shares of Common Stock issuable upon conversion or redemption of the shares of Preferred Stock (as defined below) directly held by OCM HLCN. All calculations of percentage ownership herein are based upon an aggregate of 22,018,849 shares of Common Stock outstanding as of May 8, 2026 as set forth in the Form 10-Q filed by the Issuer with the SEC on May 13, 2026, plus 8,446,746 shares of Common Stock issuable upon conversion or redemption of shares of Preferred Stock beneficially owned by the Reporting Persons. Y Brookfield Corporation b A6 0 0.00 0 0.00 0.00 0 OO Y BAM Partners Trust b A6 0 0.00 0 0.00 0.00 0 OO Common Stock, $0.0001 par value per share Battalion Oil Corporation 820 Gessner Road Suite 1100 Houston TX 77024 The following constitutes Amendment No. 6 ("Amendment No. 6") to the Schedule 13D filed by the undersigned with the SEC October 22, 2019 (the "Original Schedule 13D"), as amended by Amendment No. 1 thereto, filed with the SEC on March 31, 2023, Amendment No. 2 thereto, filed with the SEC on September 8, 2023, Amendment No. 3 thereto, filed with the SEC on December 19, 2023, Amendment No. 4 thereto, filed with the SEC on March 29, 2024 and Amendment No. 5 thereto, filed with the SEC on May 15, 2024 (collectively, the "Schedule 13D"). Except as specifically provided herein, this Amendment No. 6 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used but not defined in this Amendment No. 6 shall maintain the meanings herein as are ascribed to such terms in the Schedule 13D. Item 2(e) is hereby amended and restated in its entirety as follows: On September 25, 2024, the SEC accepted an offer by Oaktree Capital Management L.P., an affiliate of the Reporting Persons, to resolve an investigation involving Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 (the "Exchange Act") and Rules 13d-2 and 16a-3 thereunder, which require certain investors that beneficially own the registered equity securities of a public company to file reports with the SEC of their beneficial ownership in the equity of the company, including changes in their beneficial ownership, within specified timeframes. Oaktree Capital Management L.P. cooperated immediately and fully with the SEC's investigation, and, without admitting or denying the SEC's findings, in a settled proceeding agreed to cease and desist from committing or causing any violations and any future violations of Sections 13(d) and 16(a) of the Exchange Act and Rules 13d-2 and 16a-3 thereunder and to pay a $375,000 penalty. Items 5(a)-(c) of Schedule 13D are hereby amended and restated as follows and set forth in subsections (b) and (c) hereof: The responses of the Reporting Persons to rows (11) and (13) on the cover pages of this Schedule 13D are incorporated by reference into this Item 5(a). OCM HLCN directly holds 3,988,089 shares of Common Stock and beneficially owns 8,446,746 shares of Common Stock issuable upon conversion of the Preferred Stock directly held by OCM HLCN. In this regard, the shares of the Series A Preferred Stock, Series A-1 Preferred Stock, Series A- 2 Preferred Stock, Series A-3 Preferred Stock, and Series A-4 Preferred Stock (collectively, the "Preferred Stock") directly held by OCM HLCN are currently convertible, based on their respective Conversion Ratios previously disclosed in Item 6 of the Schedule 13D (as amended), into 1,180,359, 1,981,179, 2,622,685, 1,303,401 and 1,359,122 shares of Common Stock, respectively. The reported amount includes an additional 2,686 shares of Common Stock held in a separately managed account managed by an affiliate of the Reporting Persons. Each of the Reporting Persons may be deemed to share the power to vote or dispose of the reported securities, but the filing of this statement shall not be deemed an admission of beneficial ownership for purposes of Section 13(d) or Section 13(g) or for any other purpose. The responses of the Reporting Persons to rows (7) through (10) on the cover pages of this Schedule 13D and the information set forth in Item 5(a) hereof are incorporated by reference into this Item 5(b). Except as reflected herein, the Reporting Persons have not effected any transactions in the shares of Common Stock during the prior 60 days. Item 5(e) of the Schedule 13D is hereby amended and restated as follows: Brookfield and BAM Partnership, which previously reported together with OCM HLCN, GP, GP I, Capital I, Holdings II, Holdings, BOH and OCGH GP (the "Oaktree Parties") have been determined to no longer act together with the Oaktree Parties, and therefore have ceased to be the beneficial owner of more than five percent of the securities covered by this Schedule 13D. OCM HLCN Holdings, L.P. /s/ Henry Orren Henry Orren / Managing Director 05/15/2026 Oaktree Fund GP, LLC /s/ Henry Orren Henry Orren / Managing Director 05/15/2026 Oaktree Fund GP I, L.P. /s/ Henry Orren Henry Orren / Managing Director 05/15/2026 Oaktree Capital I, L.P. /s/ Henry Orren Henry Orren / Managing Director 05/15/2026 Brookfield OCM Holdings II, LLC /s/ Henry Orren Henry Orren / Managing Director 05/15/2026 Brookfield OCM Holdings, LLC /s/ Henry Orren Henry Orren / Managing Director 05/15/2026 Brookfield Oaktree Holdings, LLC /s/ Henry Orren Henry Orren / Managing Director 05/15/2026 Oaktree Capital Group Holdings GP, LLC /s/ Henry Orren Henry Orren / Managing Director 05/15/2026 Brookfield Corporation /s/ Swati Mandava Swati Mandava / Managing Director, Legal & Regulatory 05/15/2026 BAM Partners Trust /s/ Kathy Sarpash Kathy Sarpash / Secretary 05/15/2026 OCM HLCN HOLDINGS, L.P., By: Oaktree Fund GP, LLC Its: General Partner, By: Oaktree Fund GP I, L.P. Its: Managing Member. OAKTREE FUND GP, LLC, By: Oaktree Fund GP I, L.P. Its: Managing Member. BAM PARTNERS TRUST, by its trustee, BAM Class B Partners, Inc.