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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
BioFuel Energy, LLC Membership Units | $ 0 (1) | 06/08/2012 | C(1) | 300,000 | (2) | (2) | Common Stock, par value $0.01 | 300,000 | $ 0 (1) | 628,837 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Pearce Scott H BIOFUEL ENERGY CORP. 1600 BROADWAY, SUITE 2200 DENVER, CO 80202 |
X | President & CEO |
/s/ Scott Pearce | 06/13/2012 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Pursuant to the Third Amended and Restated LLC Agreement of BioFuel Energy, LLC, Mr. Pearce converted 300,000 LLC common membership units into Common Stock of the Issuer, on a one-for-one basis. Upon such conversion, an equivalent number of Class B Common shares of the issuer attributable to such exchanged LLC units were retired without further action. |
(2) | Pursuant to the Third Amended and Restated LLC Agreement of BioFuel Energy, LLC, the conversion right of common unit holders continues for an indefinite period until termination and dissolution of BioFuel Energy, LLC in accordance with the Agreement. |