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
Genie Energy Ltd. [ GNE ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/11/2023 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
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 | ||||||
Class B Common Stock, par value $.01 per share | 05/11/2023 | A | 110,000(1) | A | $14.125 | 470,478(2) | D | |||
Class B Common Stock, par value $.01 per share | 1,085,645 | I | By HSJ 2019 Remainder Trust | |||||||
Class B Common Stock, par value $.01 per share | 628,640 | I | By HSJ 2022 Annuity Trust I | |||||||
Class B Common Stock, par value $.01 per share | 1,556 | I | By Daughter (Miriam) | |||||||
Class B Common Stock, par value $.01 per share | 275,047 | I | By The Jonas Foundation |
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. Grant of restricted shares of Issuer's Class B common stock due to the vesting of deferred stock units ("DSUs") that were granted to the Reporting Person on February 11, 2022. The restricted shares granted vest ratably on each of February 10, 2024, February 10, 2025 and February 10, 2026. The DSUs vested on February 10, 2023 and such restricted shares of Issuer's Class B common stock were included on the Reporting Person's Form 4 filed on February 14, 2023 to report the Reporting Person's right to receive such shares which were ultimately granted by the Issuer on May 11, 2023. |
2. Consists of 198,029 shares of Class B common stock held directly; 19,116 fully vested restricted shares of Class B common stock; and 253,333 unvested restricted shares of Class B common stock. Of the 253,333 unvested restricted shares, 143,333 vest as follows: 33,333 shares vest on January 5, 2024, 36,667 shares vest on each of August 3, 2023 and August 3, 2024 and 36,666 shares vest on August 3, 2025. The remaining 110,000 unvested restricted shares vest ratably on each of February 10, 2024, February 10, 2025 and February 10, 2026. |
Remarks: |
Joyce J. Mason, by Power of Attorney | 05/15/2023 | |
** 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. |