0001213900-24-031966.txt : 20240410 0001213900-24-031966.hdr.sgml : 20240410 20240410204619 ACCESSION NUMBER: 0001213900-24-031966 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230215 FILED AS OF DATE: 20240410 DATE AS OF CHANGE: 20240410 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CENAQ Sponsor LLC. CENTRAL INDEX KEY: 0001841320 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40743 FILM NUMBER: 24836947 BUSINESS ADDRESS: STREET 1: 4550 POST OAK PLACE DRIVE STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77027 BUSINESS PHONE: (713) 820-6300 MAIL ADDRESS: STREET 1: 4550 POST OAK PLACE DRIVE STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77027 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Verde Clean Fuels, Inc. CENTRAL INDEX KEY: 0001841425 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 851863331 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 711 LOUISIANA STREET STREET 2: SUITE 2160 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 908-281-6000 MAIL ADDRESS: STREET 1: 711 LOUISIANA STREET STREET 2: SUITE 2160 CITY: HOUSTON STATE: TX ZIP: 77002 FORMER COMPANY: FORMER CONFORMED NAME: CENAQ Energy Corp. DATE OF NAME CHANGE: 20210120 4 1 ownership.xml X0508 4 2023-02-15 0 0001841425 Verde Clean Fuels, Inc. VGAS 0001841320 CENAQ Sponsor LLC. 518 WELLESLEY DRIVE HOUSTON TX 77024 0 0 1 0 0 Class A Common Stock 2024-02-15 4 X 0 40961 10 A 3275336 D Class A Common Stock 2024-03-21 4 J 0 40961 D 3234375 D Put Option (obligation to buy) 10 2024-02-15 4 X 0 1 0 D 2024-02-15 Class A Common Stock 40961 0 D On February 15, 2023, the Issuer issued a non-interest bearing promissory note to the Reporting Person in the principal amount of $409,612 (the "Note"). The Note may be prepaid at any time and was due and payable on or before February 15, 2024 at the Issuer's election in cash or shares of Class A common stock, par value $0.0001 per share (the "Class A Common Stock"), at a conversion price of $10.00 per share. On February 15, 2024, the Issuer issued to the Reporting Person 40,961 shares of Class A Common Stock upon the Issuer's election to repay the Note in shares of Class A Common Stock at a conversion price of $10.00 per share. The Reporting Person is the record holder of the securities reported herein. J. Russell Porter is the sole member of the board of managers of the Reporting Person. Mr. Porter may be deemed to have or share beneficial ownership of the securities held directly by the Reporting Person and disclaims any such beneficial ownership of such securities except to the extent of his pecuniary interest therein. On March 21, 2024, the Reporting Person effectuated a pro rata distribution of 40,961 shares of Class A Common Stock previously held by the Reporting Person to its members. CENAQ Sponsor LLC /s/ J. Russell Porter Chief Executive Officer 2024-04-10