FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
EnerJex Resources, Inc. [ ENRJ ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/27/2013 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 09/27/2013 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 10/22/2013 | 10/22/2013 | J(1) | 9,013,359 | D | $0.00 | 5,800,562 | I | Shares held by Montecito Venture Partners, LLC(2) | |
Common Stock | 10/23/2013 | 10/23/2013 | J(1) | 1,624,250 | D | $0.00 | 4,176,312 | I | Shares held by Montecito Venture Partners, LLC(2) | |
Common Stock | 09/27/2013 | 09/27/2013 | J(4)(5) | 41,005,402(4)(5) | A | $0.00 | 52,817,871 | I | Shares held by West Coast Opportunity Fund, LLC(3) | |
Common Stock | 128,585 | I | Shares held in IRA | |||||||
Series A Preferred Stock | 2,417,660 | I | Shares held by Montecito Venture Partners, LLC(2) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. Pro rata liquidating distribution of Issuer's common stock from Montecito Venture Partners, LLC of which Mr. Lowe is a member. The distribution effects only a change in the form of beneficial ownership and is therefore exempt from Section 16 purusant to Rule 16a-13, and is being reported here for informational purposes only. |
2. Shares are held by Montecito Venture Partners, LLC, which Reporting Person serves on the board of managers. |
3. Shares are held by West Coast Opportunity Fund, LLC for the benefit of its members. The members are the beneficial owners of the shares reported herein. Some of the members are affiliated with the Reporting Person. The investments held by West Coast Opportunity Fund, LLC are managed by West Coast Asset Management, Inc. Reporting Person serves on the investment committee of West Coast Asset Management, Inc. |
4. The 41,005,402 shares of Issuer common stock represnts the number of shares that West Coast Opportunity Fund, LLC ("WCOF") received in exchange for 123,539,227 shares of common stock in Black Raven Energy, Inc. ("BRE"), in connection with the Agreement and Plan of Merger dated July 23, 2013, by and among Issuer, WCOF, BRE and BRE Merger Sub., Inc., which became effective September 27, 2013. In the Merger Agreement, Issuer common stock was attributed a value of $0.70 per share. |
5. The calculation of shares is based upon the final exchange ratio of 0.33192 shares of Issuer common stock for each share of BRE common stock. |
Remarks: |
Reporting Person disclaims beneficial ownership of all securities reported herein, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities and Exchange Act of 1934 or for any other person. |
/s/ R. Atticus Lowe | 05/02/2014 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |