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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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Vertex Energy, Inc. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
92534K107 (CUSIP Number) |
Michael Chambers 811 Main Street, Suite 3700, Houston, TX, 77002 (713) 546-5400 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
01/21/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 92534K107 |
| 1 |
Name of reporting person
Jennifer Straumins | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
 (b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock | |
| (b) | Name of Issuer:
Vertex Energy, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
1331 Gemini Street, Suite 250, Houston,
TEXAS
, 77058. | |
Item 1 Comment:
This Amendment No. 1 to Schedule 13D amends and supplements the statement on Schedule 13D filed with the United States Securities and Exchange Commission on January 29, 2024 (as amended to date, the "Schedule 13D"), Common Stock, $0.001 Par Value Per Share (the "Common Stock"), of Vertex Energy, Inc., a Nevada corporation (the "Issuer"). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D. | ||
| Item 4. | Purpose of Transaction | |
Item 4 of the Schedule 13D is hereby amended and supplemented as follows:
In accordance with the Restructuring Support Agreement, the Company Parties filed the Chapter 11 Cases with the Bankruptcy Court on September 24, 2024, and filed a Chapter 11 plan (the "Plan") with the Bankruptcy Court on December 20, 2024. On December 20, 2024, the Bankruptcy Court confirmed the Plan.
The Plan became effective in accordance with its terms on January 21, 2025 (the "Effective Date"), and the Company Parties emerged from the Chapter 11 Cases.
On the Effective Date, pursuant to the Plan, all shares of Common Stock, all warrants to purchase the Common Stock, and any other equity-based instruments, issued and outstanding immediately prior to the Effective Date, and any rights of any holder in respect thereof, were deemed cancelled, released, extinguished, and of no further force or effect.
Also in accordance with the Plan, on the Effective Date, the obligations of the RSA Parties under the Restructuring Support Agreement and under the DIP Loan Agreement were cancelled.
Following the consummation of the transactions that occurred on January 21, 2025, any "group" that may be deemed to have existed between the Reporting Person and the other parties to the Restructuring Support Agreement has been terminated.
Pursuant to the Plan and following the cancellation of the Common Stock on the Effective Date, the reorganized company issued new common equity interests ("New Common Stock") to holders of Allowed DIP Claims (as defined in the Plan) and Allowed Term Loan Claims (as defined in the Plan). The New Common Stock is not registered under, nor convertible into equity registered under, Section 12(b) or (g) of the Act and, accordingly, ownership of such New Common Stock is not subject to reporting under Section 13(d) or (g) of the Act. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | 0 | |
| (b) | 0 | |
| (c) | Except as described in Item 4, during the past 60 days, the Reporting Person has not effected any transactions with respect to the Common Stock. | |
| (d) | None. | |
| (e) | This Amendment No. 1 is being filed to report that, as of January 21, 2025, the Reporting Person ceased to beneficially own more than five percent of the outstanding Common Stock. | |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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