UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
EnerJex Resources, Inc.
(Name of Issuer)
Common Stock, par value $0.001
(Title of Class of Securities)
292758406
(CUSIP Number)
January 1, 2016
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
x Rule 13d-1(c)
¨ Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 292758406
| 1. | Names of Reporting Persons |
| Montecito Venture Partners, LLC | |
| I.R.S. Identification Nos. of above persons (entities only) | |
| N/A | |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) |
| (a) ¨ | |
| (b) ¨ | |
| 3. | SEC Use Only |
| 4. | Citizenship or Place of Organization |
| Delaware |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
5. | SOLE VOTING POWER | 128,925 | |
| 6. | SHARED VOTING POWER | 0 | ||
| 7. | SOLE DISPOSITIVE POWER | 128,925 | ||
| 8. | SHARED DISPOSITIVE POWER | 0 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person |
| 128,925 | |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
| 11. | Percent of Class Represented by Amount in Row (9) |
| 1.5% | |
| 12. | Type of Reporting Person (See Instructions) |
| OO |
| Page 2 of 9 |
CUSIP No. 292758406
| 1. | Names of Reporting Persons |
| Lance Helfert | |
| I.R.S. Identification Nos. of above persons (entities only) | |
| N/A | |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) |
| (a) ¨ | |
| (b) ¨ | |
| 3. | SEC Use Only |
| 4. | Citizenship or Place of Organization |
| California |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
5. | SOLE VOTING POWER | 188,681 | |
| 6. | SHARED VOTING POWER | 128,925 | ||
| 7. | SOLE DISPOSITIVE POWER | 188,681 | ||
| 8. | SHARED DISPOSITIVE POWER | 128,925 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person |
| 317,606 | |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
| 11. | Percent of Class Represented by Amount in Row (9) |
| 3.7% | |
| 12. | Type of Reporting Person (See Instructions) |
| IN, HC |
| Page 3 of 9 |
CUSIP No. 292758406
| 1. | Names of Reporting Persons |
| R. Atticus Lowe | |
| I.R.S. Identification Nos. of above persons (entities only) | |
| N/A | |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) |
| (a) ¨ | |
| (b) ¨ | |
| 3. | SEC Use Only |
| 4. | Citizenship or Place of Organization |
| California |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
5. | SOLE VOTING POWER | 13,701 | |
| 6. | SHARED VOTING POWER | 128,925 | ||
| 7. | SOLE DISPOSITIVE POWER | 13,701 | ||
| 8. | SHARED DISPOSITIVE POWER | 128,925 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person |
| 143,626 | |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
| 11. | Percent of Class Represented by Amount in Row (9) |
| 1.7% | |
| 12. | Type of Reporting Person (See Instructions) |
| IN, HC |
| Page 4 of 9 |
Item 1.
| (a) | The name of the issuer is EnerJex Resources, Inc. (the “Issuer”). |
| (b) | The principal executive offices of the Issuer are located at 4040 Broadway, Suite 508, San Antonio Texas 78209. |
Item 2.
| (a) | This Statement is being filed by (i) Montecito Venture Partners, LLC, a Delaware limited liability company (the “MVP”), (ii) R. Atticus Lowe, a United States Citizen (“Lowe”); and (iii) Lance W. Helfert, a United States Citizen (“Helfert," the “Principals”, and all of the foregoing, collectively, the “Filers”). MVP is a private investment vehicle formed for the purpose of investing and trading in a wide variety of securities and financial instruments. MVP directly owns all of the shares reported in this Statement. The Principals may be deemed to share with MVP voting and dispositive power with respect to such shares. Each Filer disclaims beneficial ownership with respect to any shares other than those owned directly by such Filer. |
| (b) | The principal business office of the Filers is 1205 Coast Village Road, Montecito, California 93108. |
| (c) | For citizenship information see Item 4 on the cover page for each Filer. |
| (d) | This Statement relates to the Common Stock, par value $0.001, of the Issuer (the “Common Stock”). |
| (e) | The CUSIP Number of the Common Stock is listed on the cover pages hereto. |
Item 3. If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
| (a) | ¨ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
| (b) | ¨ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
| (c) | ¨ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
| (d) | ¨ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
| (e) | ¨ | An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E); |
| (f) | ¨ | An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F); |
| (g) | ¨ | A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G); |
| (h) | ¨ | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
| (i) | ¨ | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
| (j) | ¨ | Group, in accordance with 240.13d-1(b)(1)(ii)(J). |
| Page 5 of 9 |
Item 4. Ownership.
Reporting Person no longer holds any shares of Common Stock. See Items 5-9 and 11 on the cover page for Filer, and Item 2, which information is given as of November 16, 2015 and is based on 8,423,936 shares as reported in the Issuer’s Quarterly Report on Form 10-Q for the fiscal year ended September 30, 2015.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: x.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
| (a) | Not applicable. |
| (b) | By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. |
| Page 6 of 9 |
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, the undersigned each certifies that the information with respect to it set forth in this Statement is true, complete and correct.
Dated: January 29, 2016
| MONTECITO VENTURE PARTNERS, LLC | ||
| R. ATTICUS LOWE | ||
| LANCE W. HELFERT | ||
| By: | /s/ R. Atticus Lowe | |
| Name: | R. Atticus Lowe | |
| Title: | Attorney-in-fact for each of the Principals | |
| Page 7 of 9 |
EXHIBIT A
JOINT FILING AGREEMENT
The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock, $0.001 par value, of EnerJex Resources, Inc. is, and any amendments thereto signed by each of the undersigned shall be, filed pursuant to and in accordance with the provisions of Rule 13(d)-1(k) under the Securities Exchange Act of 1934, as amended.
Dated: January 29, 2016
| MONTECITO VENTURE PARTNERS, LLC |
| R. ATTICUS LOWE |
| LANCE W. HELFERT |
| By: | /s/ R. Atticus Lowe | |
| Name: | R. Atticus Lowe | |
| Title: | Attorney-in-fact for each of the Principals and Reporting Person |
| Page 8 of 9 |
EXHIBIT B
POWER OF ATTORNEY
BE IT KNOWN, that the undersigned Montecito Venture Partners, LLC, hereby each constitutes and appoints Lance W. Helfert and R. Atticus Lowe, and each of them, as applicable, as true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution in name, place and stead, to sign any reports on Form 3 (Initial Statement of Beneficial Ownership of Securities), Form 4 (Statement of Changes in Beneficial Ownership of Securities) and Form 5 (Annual Statement of Beneficial Ownership of Securities) relating to transactions by the undersigned in Common Shares or other securities and all amendments thereto, and all filings on Schedule 13D or Schedule 13G, and all amendments thereto, and to file the same, with the Securities and Exchange Commission and the appropriate securities exchange, granting unto said attorneys-in-fact and agents, and each of them, or their substitutes, full power and authority to do and perform each and every act and thing requisite or necessary to be done in and about the premises, as fully to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, or their substitutes, may lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall be effective until such time as the undersigned delivers a written revocation thereof to the above-named attorneys-in-fact and agents.
The undersigned each acknowledge that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.
| Montecito Venture Partners, LLC, a Delaware limited liability company | |
| Dated: January 29, 2016 | By: /s/Atticus R. Lowe |
| Manager |
| Page 9 of 9 |