0000002178-19-000005.txt : 20190301 0000002178-19-000005.hdr.sgml : 20190301 20190301160547 ACCESSION NUMBER: 0000002178-19-000005 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190227 ITEM INFORMATION: Other Events FILED AS OF DATE: 20190301 DATE AS OF CHANGE: 20190301 FILER: 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: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07908 FILM NUMBER: 19649282 BUSINESS ADDRESS: STREET 1: 17 S. BRIAR HOLLOW LN. CITY: HOUSTON STATE: TX ZIP: 77027 BUSINESS PHONE: 713-881-3600 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 8-K 1 a1q20198-kacchair.htm 1Q 2019 8-K AC CHAIR Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): February 27, 2019 

ADAMS RESOURCES & ENERGY, INC.
(Exact name of registrant as specified in its charter)

Delaware 1-7908 74-1753147 
(State or other jurisdiction of (Commission File Number) (IRS Employer 
incorporation) Identification No.) 


17 South Briar Hollow Lane, Suite 100, Houston, Texas 77027 
(Address of principal executive offices) (Zip Code) 
 
Registrant’s telephone number, including area code: (713) 881-3600

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




Item 8.01  Other Events.

Adams Resources & Energy, Inc. (the “Company”) is saddened to report that Larry E. Bell, a member of the Company’s Board of Directors, passed away on February 27, 2019.  Mr. Bell joined the Company’s Board in 2006.  Mr. Bell, an independent director, served as Chairman of the Audit Committee of the Board of Directors (the “Audit Committee”) at the time of his passing.

The Company is extremely grateful for Mr. Bell’s dedication and service to the Company.  The Company’s management and Board of Directors extends its sincerest condolences to Mr. Bell’s family.

Following Mr. Bell’s death, the Company’s Board of Directors has been reduced to five members, two of whom are independent. Under the NYSE American listing standards, the Company is required to have a majority of its Directors be independent. In addition, following Mr. Bell’s death, the Audit Committee has been reduced to two members, each of whom is an independent director. The Board of Directors intends to identify candidates to replace Mr. Bell and appoint a new independent director who satisfies the applicable requirements of the NYSE American listing standards to serve on the Company’s Board of Directors and the Audit Committee.




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ADAMS RESOURCES & ENERGY, INC.
Date:March 1, 2019By:/s/ Tracy E. Ohmart
Tracy E. Ohmart
Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)