Michael J. Mayell - Oct 26, 2022 Form 4 Insider Report for CENAQ Energy Corp. (VGAS)

Role: President and CFO, Director, 10%+ Owner
Signature: /s/ Michael J. Mayell
Stock symbol: VGAS
Transactions as of: Oct 26, 2022
Transactions value $: $0
Form type: 4
Date filed: 10/26/2022, 07:25 PM
Previous filing: Oct 18, 2021
Next filing: Feb 15, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VGAS	Class A Common Stock	Conversion of derivative security		+3.49M			3.49M	Oct 26, 2022	See footnote	F1, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	VGAS	Class B Common Stock	Conversion of derivative security		-3.49M	-100%		0	Oct 26, 2022	Class A Common Stock	3.49M		See footnote	F1, F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	In accordance with the third amended and restated certificate of incorporation of CENAQ Energy Corp. ("CENAQ"), CENAQ Sponsor LLC elected to convert its shares of Class B Common Stock into shares of Class A Common Stock on a one-for-one basis.
F2	The shares of Class B Common Stock were (i) convertible into shares of Class A Common Stock at CENAQ Sponsor LLC's election on a one-for-one basis and (ii) automatically convertible into shares of Class A Common Stock at the time of the closing of CENAQ's initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights (which rights were waived by CENAQ Sponsor LLC in connection with CENAQ's proposed business combination), and had no expiration date.
F3	CENAQ Sponsor LLC is the record holder of the shares reported herein. John B. Connally III, J. Russell Porter and Michael J. Mayell are the members of the board of managers of CENAQ Sponsor LLC. Each of Messers. Connally, Porter and Mayell may be deemed to have or share beneficial ownership of the common stock held directly by CENAQ Sponsor LLC. Each such person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.