Michael J. Mayell - 21 Jun 2023 Form 4 Insider Report for Verde Clean Fuels, Inc. (VGAS)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
26 Oct 2023, 16:32:37 UTC
Prior SEC filing
15 Feb 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Michael J. Mayell

Key filing fact

Michael J. Mayell filed Form 4 for Verde Clean Fuels, Inc. (VGAS) on 26 Oct 2023.

Key facts

  • This page summarizes Michael J. Mayell's Form 4 filing for Verde Clean Fuels, Inc. (VGAS).
  • 2 reported transactions and 2 derivative rows are listed below.
  • Accepted by SEC: 26 Oct 2023, 16:32.

Change

  • Previous filing in this sequence was filed on 15 Feb 2023.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

VGAS transaction Derivative

Private Placement Warrants

Other

Transaction value
Shares
-2,475,000
Change %
-100%
Price
Shares after
0
Date
21 Jun 2023
Ownership
See footnote
Underlying class
Class A Common Stock
Underlying amount
2,475,000
Exercise price
$11.50
Footnotes
F1, F2, F3
VGAS transaction Derivative

Private Placement Warrants

Other

Transaction value
Shares
+189,777
Change %
Price
Shares after
189,777
Date
21 Jun 2023
Ownership
See footnote
Underlying class
Class A Common Stock
Underlying amount
189,777
Exercise price
$11.50
Footnotes
F1, F2, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Michael J. Mayell is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 4 footnotes

Footnote F1

On June 21, 2023, CENAQ Sponsor LLC (the "Sponsor") effectuated a pro rata distribution of 2,475,000 private placement warrants to its members (the "Distribution"), of which 189,777 were transferred to KM Devco LLC ("KM Devco").

Footnote F2

The warrants became exercisable on March 17, 2023, 30 days after the completion of the business combination between the Issuer, Verde Clean Fuels OpCo, LLC, Bluescape Clean Fuels Holdings, LLC, Bluescape Clean Fuels Intermediate Holdings, LLC and the Sponsor on February 15, 2023 (the "Business Combination"). The warrants will expire five years after the completion of the Business Combination or earlier upon redemption or liquidation, as described in the prospectus for the Issuer's initial public offering.

Footnote F3

The Sponsor is the record holder of the shares reported herein. J. Russell Porter is the sole member, and at the time of the Distribution, John B. Connally III and Michael J. Mayell were members, of the board of managers of the Sponsor. Each of Messrs. Connally, Porter and Mayell may be deemed to have or share beneficial ownership of the securities held directly by the Sponsor. 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.

Footnote F4

KM Devco, an entity controlled by the Reporting Person, is the record holder of the securities reported herein.

SEC remarks

On February 15, 2023, the Reporting Person filed a Form 4 and inadvertently checked the box indicating that the Reporting Person is no longer subject to Section 16 of the Securities Exchange Act of 1934, as amended. As a result of the Reporting Person's resignation from the board of managers of the Sponsor on August 18, 2023, the Reporting Person is no longer subject to Section 16 of Exchange Act.

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