0000002178-14-000027.txt : 20140417 0000002178-14-000027.hdr.sgml : 20140417 20140417170149 ACCESSION NUMBER: 0000002178-14-000027 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140417 DATE AS OF CHANGE: 20140417 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ADAMS RESOURCES & ENERGY, INC. CENTRAL INDEX KEY: 0000002178 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PETROLEUM & PETROLEUM PRODUCTS (NO BULK STATIONS) [5172] IRS NUMBER: 741753147 STATE OF INCORPORATION: DE FISCAL YEAR END: 0926 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-13891 FILM NUMBER: 14770632 BUSINESS ADDRESS: STREET 1: 17 S. BRIAR HOLLOW LN. CITY: HOUSTON STATE: TX ZIP: 77027 BUSINESS PHONE: 7138813600 MAIL ADDRESS: STREET 1: P O BOX 844 CITY: HOUSTON STATE: TX ZIP: 77001 FORMER COMPANY: FORMER CONFORMED NAME: ADAMS RESOURCES & ENERGY INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: ADA RESOURCES INC DATE OF NAME CHANGE: 19790620 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Lewis Susan Cunningham CENTRAL INDEX KEY: 0001591859 FILING VALUES: FORM TYPE: SC 13D MAIL ADDRESS: STREET 1: 17 S. BRIAR HOLLOW LANE CITY: HOUSTON STATE: TX ZIP: 77027 SC 13D 1 schedule13d.htm SCHEDULE 13D AMENDMENT 1 SUSAN LEWIS schedule13d.htm

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
_____________________________

ADAMS RESOURCES & ENERGY, INC.
(Name of Issuer)

Common Stock, par value $0.10 per share
(Title of Class of Securities)

006351 308
(CUSIP Number)

Richard B. Abshire
Adams Resources & Energy, Inc.
17 South Briar Hollow Lane
Houston, Texas 77027
Tel:  (713) 881-3600
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

April 17, 2014
(Date of Event which Requires Filing of this Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box:  o
__________________________________________________________________________________________________
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See §240.13d-7 for other parties to whom copies are to be sent.

*
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 disclosures provided in a prior cover page.

The information required on 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).

(Continued on following pages)


 
 
 



 
 
 
Schedule 13D

Common Stock CUSIP No. 006351 308

1
NAME OF REPORTING PERSON
 
Susan Adams Smith 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a) o
(b) o
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
00 (see Item 3) 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States 
 
7 SOLE VOTING POWER 
 
3,801 Common Stock
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
8  SHARED VOTING POWER
 
1,976,928 Common Stock
 
9  SOLE DISPOSITIVE POWER
 
3,801 Common Stock
 
1010 SHARED DISPOSITIVE POWER
 
1,976,928 Common Stock
 
11
AGGREGATE AMOUNT BENEFIALLY OWNED BY EACH REPORTING PERSON (1)
 
 1,980,729(1) Common Stock 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
46.9% of Common Stock 
14
TYPE OF REPORTING PERSON
 
IN 

(1)  
Includes 332,653 shares of common stock held in the Estate of Kenneth Stanley Adams, Jr., for which Susan Adams Smith is an executor.

 
 
 

 
Schedule 13D

Common Stock CUSIP No. 006351 308

1
NAME OF REPORTING PERSON
  
Amy Adams Strunk 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a) o
(b) o
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
00 (see Item 3) 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States 
 
7 SOLE VOTING POWER 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
8  SHARED VOTING POWER
 
1,976,928 Common Stock
 
9  SOLE DISPOSITIVE POWER 
 
 10  SHARED DISPOSITIVE POWER
 
1,976,928 Common Stock
 
11
AGGREGATE AMOUNT BENEFIALLY OWNED BY EACH REPORTING PERSON (1)
 
1,976,928(1) Common Stock
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
46.8% of Common Stock 
14
TYPE OF REPORTING PERSON
 
IN 

(1)  
Includes 332,653 shares of common stock held in the Estate of Kenneth Stanley Adams, Jr., for which Amy Adams Strunk is an executor.

 
 
 

Schedule 13D

Common Stock CUSIP No. 006351 308

1
NAME OF REPORTING PERSON
 
 
Kenneth Stanley Adams, IV 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a) o
(b) o
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
00 (see Item 3) 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States 
 
7 SOLE VOTING POWER 
 
30,725 Common Stock 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
8  SHARED VOTING POWER
 
1,976,928 Common Stock
 
9  SOLE DISPOSITIVE POWER
 
30,725 Common Stock
 
 S10 SHARED DISPOSITIVE POWER
 
1,976,928 Common Stock
 
11
AGGREGATE AMOUNT BENEFIALLY OWNED BY EACH REPORTING PERSON (1)
 
2,007,653(1) Common Stock 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
47.6% of Common Stock 
14
TYPE OF REPORTING PERSON
 
IN 

(1)  
Includes 332,653 shares of common stock held in the Estate of Kenneth Stanley Adams, Jr., for which Kenneth Stanley Adams IV is an executor.

 
 
 


Schedule 13D

Common Stock CUSIP No. 006351 308
_____________________________________________________________________________________


1.
NAME OF REPORTING PERSON
 
Barclay Cunningham Adams
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a) o
(b) o
3.
SEC USE ONLY
 
4.
SOURCE OF FUNDS
 
00 (See Item 3)
5.
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
o
6.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
Number of
Shares
7.
SOLE VOTING POWER
31,324 Common Stock
Beneficially
Owned by
8.
SHARED VOTING POWER
1,644,275 Common Stock
Each
Reporting
9.
SOLE DISPOSITIVE POWER
31,324 Common Stock
Person With
10.
SHARED DISPOSITIVE POWER
1,644,275 Common Stock
11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,675,599 Common Stock
12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
39.73% OF Common Stock
14.
TYPE OF REPORTING PERSON
 
IN


 
 
 


 Schedule 13D

Common Stock CUSIP No. 006351 308
_____________________________________________________________________________________
 

1.
NAME OF REPORTING PERSON
 
Susan Cunningham Lewis
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a) o
(b) o
3.
SEC USE ONLY
 
4.
SOURCE OF FUNDS
 
00 (See Item 3)
5.
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
o
6.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
Number of
Shares
7.
SOLE VOTING POWER
7,055 Common Stock
Beneficially
Owned by
8.
SHARED VOTING POWER
1,644,275 Common Stock
Each
Reporting
9.
SOLE DISPOSITIVE POWER
7,055 Common Stock
Person With
10.
SHARED DISPOSITIVE POWER
1,644,275 Common Stock
11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,651,330 Common Stock
12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
39.15% OF Common Stock
14.
TYPE OF REPORTING PERSON
 
IN


 
 
 


Schedule 13D

Common Stock CUSIP No. 006351 308
_____________________________________________________________________________________


1.
NAME OF REPORTING PERSON
 
KSA Industries, Inc.
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a) o
(b) o
3.
SEC USE ONLY
 
4.
SOURCE OF FUNDS
 
00 (See Item 3)
5.
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
o
6.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware, United States
Number of
Shares
7.
SOLE VOTING POWER
0
Beneficially
Owned by
8.
SHARED VOTING POWER
1,644,275 Common Stock
Each
Reporting
9.
SOLE DISPOSITIVE POWER
0
Person With
10.
SHARED DISPOSITIVE POWER
1,644,275 Common Stock
11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,644,275 Common Stock
12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
38.99% OF Common Stock
14.
TYPE OF REPORTING PERSON
 
CO


 

 
 
 


 Item 1.  Security and Issuer

This Amendment No.1 (this ‟Amendment”) statement on Schedule 13D initially filed on November 12, 2013 (the ‟Schedule D”) by the Reporting Persons (as defined below) with respect to the common stock, $0.10 par value (the ‟Common Stock”) of Adams Resources & Energy, Inc., a Delaware corporation (the ‟Issuer”).  Except as otherwise set forth herein, this Amendment does not modify any of the Reporting Persons in the Schedule 13D.

Item 4.  Purpose of Transaction

Item 4 of the Schedule 13D is hereby amended by adding the following paragraph.

On April 8, 2014, Susan Adams Smith, Amy Adams Strunk and Kenneth Stanley Adams, IV, who are the executors of the Estate of Kenneth Stanley Adams, Jr. (the ‟Estate”) met and resolved in their capacities as executors of the Estate to hold in the Estate the common stock of the Issuer previously held by K. S. Adams, Jr., deceased.  Mr. Adams death occurred October 21, 2013.

Item 5.  Interest in Securities of the Issuer

Item 5 (a,b) of the Schedule 13D is hereby amended by replacing it in its entirety with the following.

(a,b) Regarding aggregate beneficial ownership, see Row 11 of the cover page of each Reporting Person.  Regarding percentage beneficial ownership, see Row 13 of the cover page of each Reporting Person.  Regarding sole power to vote shares, see Row 7 of the cover page of each Reporting Person.  Regarding shared power to vote shares, see Row 8 of the cover page of each Reporting Person.  Regarding sole power to dispose of shares, see Row 9 of the cover page of each Reporting Person.  Regarding shared power to dispose of shares, see Row 10 of the cover page of each Reporting Person.  The percentage listed in Row 13 for each Reporting Person was calculated based on the 4,217,596 Common Stock reported to be outstanding on March 1, 2014 as set forth in the Issuer’s Form 10-K for the year ended December 31, 2013.

(c) Except as set forth in Item 4 above, the Reporting Persons have not effected any transaction in the Common Stock of the Issuer during the past 60 days.

(d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of, securities beneficially owned by any of the Reporting Persons.

(d) Not applicable
 

 
 
 

 
Signature



After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date:  April 17, 2014



KSA INDUSTRIES, INC.


By: /s/ Richard B. Abshire
Richard B. Abshire
Chief Financial Officer

*
_____________________________________
Barclay Cunningham Adams

*
_____________________________________
Kenneth Stanley Adams, IV

*
_____________________________________
Susan Cunningham Lewis

*
_____________________________________
Susan Adams Smith

*
_____________________________________
Amy Adams Strunk


* By:  /s/ Richard B. Abshire
Richard B. Abshire
Attorney-in-Fact


This Schedule 13D was executed by Richard B. Abshire on behalf of the individuals listed above pursuant to a Power of Attorney a copy of which is attached as Exhibit 99.2 to the Schedule 13D filed on November 22, 2013.