SEC Form 4

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* PTE Holdings, Inc. (Last) (First) (Middle) 3989 HWY 290 E (Street) DRIPPING SPRINGS TX 78620 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol ATLAS TECHNICAL CONSULTANTS, INC. [ ATCX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 08/25/2020
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Class B Common Stock	08/25/2020		S		2,187,500	D	$7.47(1)	189,962	D(2)(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Atlas TC Holdings LLC Units	$7.47(1)(4)	08/25/2020		S			2,187,500	08/14/2020(4)	(4)	Class A Common Stock	2,187,500(1)(4)	$7.47(1)	189,962	D

1. Name and Address of Reporting Person* PTE Holdings, Inc. (Last) (First) (Middle) 3989 HWY 290 E (Street) DRIPPING SPRINGS TX 78620 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Miller David L (Last) (First) (Middle) C/O ATLAS TECHNICAL CONSULTANTS, INC. 8801 CALERA DRIVE (Street) AUSTIN TX 78735 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner X Officer (give title below) Other (specify below) Chief Strategy Officer

Explanation of Responses:

1. PTE Holdings, Inc. ("PTE Holdings") sold 2,187,500 shares of the issuer's Class B Common Stock and 2,187,500 units of Atlas TC Holdings LLC ("Atlas Holdings") in a private transaction for aggregate consideration of $16,350,000.

2. PTE Holdings is managed by David Miller. As a result, Mr. Miller may be deemed to have beneficial ownership of the shares held by PTE Holdings.

3. Each of the Reporting Persons disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

4. The amended and restated limited liability company agreement (the "LLC Agreement") of Atlas Holdings, dated February 14, 2020, provides that certain members of Atlas Holdings that own units in Atlas Holdings (the "Holdings Units"), upon expiration of the lock-up period, ending on August 14, 2020, will have the right to cause Atlas Holdings to redeem from time to time, all or a portion of such member's Holdings Units (together with an equal number of shares of Class B common stock of the Issuer) for either (x) the delivery by Holdings of a number of shares of Class A common stock of the issuer equal to the number of Holdings Units surrendered or (y) at Atlas Holdings' election made in accordance with the LLC Agreement, the delivery by Atlas' Holdings of cash equal to the Cash Election Amount (as defined in the LLC Agreement) calculated with respect to such redemption.

	PTE Holdings, Inc.	08/27/2020
	David L. Miller	08/27/2020
	** Signature of Reporting Person	Date
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