SEC Form 4 · accession 0001580695-16-000440

Vertex Energy Inc. · VTNR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Benjamin P Cowart

Officer — CEO and President · Director · 10% Owner

Period of report

May 13, 2016

Accepted (ET)

May 19, 2016 · 5:55 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000890447

Table I — non-derivative securities

Security	Date	Code	Shares	A/D	Owned after	D/I	Nature of ownership
Common Stock	holding	—	—	—	2,469,364	D
Common Stock	holding	—	—	—	244,299	I	Through The Benjamin Paul Cowart 2015 Grantor Retained Annuity Trust
Common Stock	holding	—	—	—	4,796,761	I	Through B&S Cowart II Family LP
Common Stock	holding	—	—	—	7,500	I	Through Vertex Holdings, Inc.
Common Stock	holding	—	—	—	100,765	I	Through VTX Inc.

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series B1 Preferred Stock^F3,F1,F2	$1.56	May 13, 2016	P	32,052	A	May 13, 2016	—	Common Stock	32,052	32,052	I
Common Stock Purchase Warrants^F3	$1.53	May 13, 2016	P	8,013	A	Nov 14, 2016	Nov 13, 2021	Common Stock	8,013	8,013	I

Explanation of responses

F1The Series B1 Preferred Stock (including accrued and unpaid dividends) is convertible into shares of the Issuer's common stock at the holder's option at any time at the Unit Price (see Note 3, initially a one-for-one basis). If the Issuer's common stock trades at or above $3.90 per share (250% of the Unit Price) for a period of 20 consecutive trading days at any time following the earlier of (a) the effective date of a resale registration statement the Issuer is required to file to register the underlying shares of common stock, or (b) November 13, 2016, the Issuer may at such time force conversion of the Series B1 Preferred Stock (including accrued and unpaid dividends) into common stock of the Issuer.
F2The Series B1 Preferred Stock has no expiration date; however, the Issuer has the option to redeem the Series B1 Preferred Stock at 110% of the Unit Price (defined in Note 3) plus any accrued and unpaid dividends on such Series B1 Preferred Stock redeemed, at any time beginning on June 20, 2017 and the Issuer is required to redeem the Series B1 Preferred Stock at the Unit Price plus any accrued and unpaid dividends on June 24, 2020. Notwithstanding either of the foregoing, the Series B1 Preferred Stock may not be redeemed unless and until amounts outstanding under the Issuer's senior credit facility have been paid in full.
F3On May 13, 2016, B&S Cowart II Family LP, which is beneficially owned by Mr. Cowart, purchased 32,052 units as an investor named in the May 10, 2016 Unit Purchase Agreement entered into with the Issuer, with each unit (the "Unit"), consisting of (i) one share of Series B1 Preferred Stock and (ii) one warrant to purchase one-quarter of a share of common stock of the Company. The Units were sold at a price of $1.56 per Unit (the "Unit Price") or $50,000 in aggregate. The terms of the Series B1 Preferred Stock are described in greater detail in the Current Report filed by the Issuer on May 13, 2016.