SEC FORM 4

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

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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^*

Cowart Benjamin P

(Last)

(First)

(Middle)

1331 GEMINI STREET

SUITE 250

(Street)

HOUSTON

77058

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Vertex Energy Inc. [ VTNR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/11/2021		G	V	152,817	D	$0	1,771,334	D
Common Stock	08/10/2021		J⁽¹⁾	V	1,000,000	D	$0	618,517	D
Common Stock								174,085	I	Through spouse
Common Stock								70,214	I	Through The Shelley T. Cowart 2016 Grantor Retained Annuity Trust
Common Stock	06/24/2021		M⁽²⁾		45,833	A	⁽²⁾	4,852,594	I	Through B&S Cowart II Family LP
Common Stock	07/01/2021		M		8,013	A	$1.53	4,850,607	I	Through B&S Cowart II Family LP
Common Stock	08/10/2021		J⁽¹⁾	V	1,000,000	A	$0	5,850,607	I	Through B&S Cowart II Family LP
Common Stock								7,500	I	Through Vertex Holdings, LP
Common Stock								100,765	I	Through VTX Inc.

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series B1 Preferred Stock	$1.56	06/24/2021		M⁽²⁾			45,833	⁽²⁾	⁽³⁾	Common Stock	45,833	⁽²⁾	0	I	Through B&S Cowart II Family LP
Common Stock Purchase Warrants	$1.53	07/01/2021		M			8,013	11/14/2016	11/13/2021	Common Stock	8,013	$0	0	I	Through B&S Cowart II Family LP

Explanation of Responses:

1. Represents the transfer of shares from Mr. Cowart's personal record ownership to his family partnership, which did not result in a change of beneficial ownership of such securities.

2. Reflects the automatic conversion of shares of Series B1 Preferred Stock into common stock, on a one-for-one basis, in connection with the triggering of the Automatic Conversion. The Series B1 Preferred Stock (including accrued and unpaid dividends) was convertible into shares of the Issuer's common stock at the holder's option at any time at the Unit Price (initially a one-for-one basis). If the Issuer's common stock traded at or above $3.90 per share (250% of the Unit Price) for a period of 20 consecutive trading days, the Series B1 Preferred Stock converted into common stock on a one-for-one basis (an "Automatic Conversion").

3. The Series B1 Preferred Stock did not have an expiration date.

Remarks:

Mr. Cowart disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.

	/s/ Benjamin P. Cowart	02/04/2022
	** 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).
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