Form 4: Verde Clean Fuels Director J. Russell Porter Reports Share Transactions
SEC Form 4
J. Russell Porter, a director at Verde Clean Fuels, reported the acquisition and disposal of Class A Common Stock and transactions involving a promissory note and warrants.
Summary
- On February 15, 2024, Verde Clean Fuels issued 40,961 shares of Class A Common Stock to CENAQ Sponsor LLC to repay a promissory note.
- On March 21, 2024, CENAQ Sponsor LLC distributed 40,961 shares of Class A Common Stock to its members, with 2,833 shares transferred to J. Russell Porter.
- Porter's indirect holdings decreased due to the distribution, while his direct holdings increased by 2,833 shares.
- Porter also holds 254,594 Private Placement Warrants exercisable at $11.50 per share.
Sentiment
Score: 5
Explanation: The document is a standard SEC filing detailing transactions, with no inherent positive or negative sentiment. It simply reports facts.
Positives
- The conversion of the promissory note into shares could be seen as a positive sign of the company's ability to manage its debt obligations.
Management Comments
- Mr. Porter disclaims beneficial ownership of the securities held by the Sponsor except to the extent of his pecuniary interest.
Industry Context
This Form 4 filing is a routine disclosure related to insider transactions and provides transparency to investors regarding the ownership changes of a key executive at Verde Clean Fuels.
Related Party Transactions
- The issuance of shares to CENAQ Sponsor LLC to settle the promissory note is a related party transaction.
Stakeholder Impact
- The transactions reported may have a minor impact on shareholders due to the change in ownership structure.
Key Dates
| Date | Description |
|---|---|
| 02/15/2023 | Issuer issued a non-interest bearing promissory note to CENAQ Sponsor LLC |
| 03/17/2023 | Warrants became exercisable 30 days after the business combination. |
| 02/15/2024 | Issuer issued 40,961 shares of Class A Common Stock to the Sponsor to repay the Note. |
| 03/21/2024 | The Sponsor effectuated a pro rata distribution of 40,961 shares of Class A Common Stock to its members. |
| 04/10/2024 | Date of the report. |
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