Form 4 - Statement of changes in beneficial ownership of securities

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Roycraft Kevin J.

(Last)

(First)

(Middle)

17 SOUTH BRIAR HOLLOW LANE

SUITE 100

(Street)

HOUSTON

77027

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ADAMS RESOURCES & ENERGY, INC. [ AE ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2024

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	03/01/2024		M		417	A	$0	7,845	D
Common stock	03/01/2024		M		458	A	$0	8,303	D
Common stock	03/01/2024		M		710	A	$0	9,013	D
Common stock	03/01/2024		M		789	A	$0	9,802	D
Common stock	03/01/2024		F		727	D	$30.03	9,075	D

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)
Restricted stock units	⁽¹⁾	03/01/2024		M			417	⁽¹⁾	⁽¹⁾	Common stock	417	$0	3,047⁽²⁾	D
Restricted stock units	⁽³⁾	03/01/2024		M			458	⁽³⁾	⁽³⁾	Common stock	458	$0	2,589⁽²⁾	D
Restricted stock units	⁽⁴⁾	03/01/2024		M			710	⁽⁴⁾	⁽⁴⁾	Common stock	710	$0	1,879⁽²⁾	D
Performance share units	⁽⁵⁾	03/01/2024		M			789	⁽⁵⁾	⁽⁵⁾	Common stock	789	$0	1,392	D
Restricted stock units	⁽⁶⁾	03/01/2024		A		5,943		⁽⁷⁾	⁽⁷⁾	Common stock	5,943	$0	7,822⁽²⁾	D
Performance share units	⁽⁸⁾	03/01/2024		A		5,942		⁽⁸⁾	⁽⁸⁾	Common stock	5,942	$0	7,334⁽⁹⁾	D

Explanation of Responses:

1. The reporting person was previously granted 1,250 restricted stock units of Adams Resources & Energy, Inc. (AE) vesting in three equal installments beginning March 1, 2022. Each restricted stock unit represents a contingent right to receive one share of AE common stock upon vesting.

2. Total includes restricted stock units previously awarded that have different vesting and expiration dates, as reported.

3. The reporting person was previously granted 1,374 restricted stock units of Adams Resources & Energy, Inc. (AE) vesting in three equal installments beginning March 1, 2023. Each restricted stock unit represents a contingent right to receive one share of AE common stock upon vesting.

4. The reporting person was previously granted 2,131 restricted stock units of Adams Resources & Energy, Inc. (AE) vesting in three equal installments beginning March 1, 2024. Each restricted stock unit represents a contingent right to receive one share of AE common stock upon vesting.

5. The reporting person was previously granted performance share units of AE vesting on March 1, 2024.

6. The reporting person received a grant of 5,943 restricted stock units of Adams Resources & Energy, Inc. (AE) on March 1, 2024. Each restricted stock unit represents a contingent right to receive one share of AE common stock upon vesting.

7. The restricted stock units will vest (i.e., the restrictions will lapse) in three equal annual installments beginning on March 1, 2025, provided the reporting person remains in continuing active service on the vesting date (subject to accelerated vesting in some circumstances).

8. The reporting person received a grant of 5,942 performance share units of Adams Resources & Energy, Inc. on March 1, 2024. The performance share units will vest on March 1, 2027, provided the reporting person remains in continuing active service on the vesting date (subject to accelerated vesting in certain circumstances), and subject to the attainment of certain performance criteria as specified in the award agreement.

9. Total includes 1,373 performance share units previously awarded on March 1, 2022, as reported. An additional 19 performance share units are the result of the achievement of applicable performance conditions during the 2022 period. 2,131 performance share units awarded on March 1, 2023 will not vest on the basis of the applicable performance conditions set for the in the award agreement and are no longer held by the reporting person.

Remarks:

	/s/ Kevin J. Roycraft	03/04/2024
	** 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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