Quest Resource Holding (QRHC) Form 4 Quest Resource Holding / David P Sweitzer ownership change

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^*

Sweitzer David P

(Last) (First) (Middle)

3481 PLANO PARKWAY

(Street)

THE COLONY TX 75056

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Quest Resource Holding Corp [ QRHC ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP and COO

3. Date of Earliest Transaction (Month/Day/Year)
12/08/2023

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/08/2023		M		14,583(1)	A	$2.08	23,094	D
Common Stock	12/08/2023		M		29,185(1)	A	$2.39	52,279	D
Common Stock	12/08/2023		S		43,768	D	$6.3154(2)	8,511	D
Common Stock	12/11/2023		M		47,256(1)	A	$2.39	55,767	D
Common Stock	12/11/2023		S		47,256	D	$6.164(3)	8,511	D
Common Stock								22,425(4)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (Right to Buy)	$2.08	12/08/2023		M			14,583	(5)	10/03/2026	Common Stock	14,583	$0.00	0	D
Employee Stock Option (Right to Buy)	$2.39	12/08/2023		M			29,185	(6)	01/16/2028	Common Stock	29,185	$0.00	70,815	D
Employee Stock Option (Right to Buy)	$2.39	12/11/2023		M			47,256	(6)	01/16/2028	Common Stock	47,256	$0.00	23,559	D

Explanation of Responses:

1. These shares represent the number of shares exercised by the Reporting Person.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.19 to $6.79, inclusive. The Reporting Person undertakes to provide the Issuer and any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, further information regarding the number of shares sold at each separate price such shares were sold.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.13 to $6.355, inclusive. The Reporting Person undertakes to provide the Issuer and any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, further information regarding the number of shares sold at each separate price such shares were sold.

4. These securities represent deferred stock units granted under the Issuer's 2012 Incentive Compensation Plan held by the Reporting Person.

5. The option, representing a right to purchase a total of 62,500 shares, is exercisable in five equal annual installments beginning on October 3, 2017, which was the first anniversary of the date on which the option was granted.

6. The option, representing a right to purchase a total of 100,000 shares, is exercisable in three equal annual installments beginning on January 16, 2019, which was the first anniversary of the date on which the option was granted.

	/s/ Brett W. Johnston, as Attorney-in-Fact	12/11/2023
	** 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).
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