8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 30, 2020

ADAMS RESOURCES & ENERGY, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-7908	74-1753147
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

17 South Briar Hollow Lane, Suite 100, Houston, Texas	77027
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (713) 881-3600

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.10 par value	AE	NYSE American LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
	Emerging growth company	☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 30, 2020, Adams Resources & Energy, Inc. (the “Company”), a Delaware corporation, issued a press release announcing the appointment of Greg L. Mills to President of GulfMark Energy, Inc. (“GulfMark”), a wholly owned subsidiary of the Company effective March 30, 2020. Kevin J. Roycraft has resigned his position as Interim President of GulfMark, and remains Chief Executive Officer and President of Adams.

Mr. Mills, age 58, has over 20 years of experience in the midstream business, including significant expertise and leadership in crude oil marketing and related operations. From October 2017 through December 2019, Mr. Mills was Executive Vice President of Commercial Operations at Energy Transfer Partners. Prior to joining Energy Transfer Partners, Mr. Mills was with Enterprise Products Partners, L.P. from 1998 through October 2017, where he held positions of increasing responsibility that culminated in his role as Vice President of Crude Oil Pipelines & Terminals. Mr. Mills holds a Bachelor of Business Administration in Marketing from Northeastern State University.

Mr. Mills will have a base annual salary of $350,000 and will be eligible for an annual bonus at the discretion of the Compensation Committee of the Board of Directors based upon performance. He will also be eligible to receive an annual equity grant under the Adams Resources & Energy, Inc. 2018 Long-Term Incentive Plan, subject to the discretion of the Compensation Committee of the Board of Directors.

A copy of the news release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1	Press release of Adams Resources & Energy, Inc. issued March 30, 2020.
104	Cover Page Interactive Data File — the cover page interactive data file does not appear in the Interactive Data File because its XBRL tages are embedded within the Inline XBLR document.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			ADAMS RESOURCES & ENERGY, INC.
Date:	March 30, 2020	By:	/s/ Tracy E. Ohmart
			Tracy E. Ohmart
			Chief Financial Officer
			(Principal Financial Officer and
			Principal Accounting Officer)

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

ADAMS RESOURCES & ENERGY, INC. ANNOUNCES NEW PRESIDENT FOR GULFMARK ENERGY, INC.

-- Provides Business and Operations Update --

Houston, Texas (Monday, March 30, 2020) -- Adams Resources & Energy, Inc. (NYSE AMERICAN: AE) (“Adams” or the “Company”) today announced that Greg L. Mills has been appointed President of GulfMark Energy, Inc. (“GulfMark”), a wholly owned subsidiary of Adams, effective March 30, 2020. Kevin J. Roycraft has resigned his position as Interim President of GulfMark, and remains Chief Executive Officer and President of Adams.

Mr. Mills has over 20 years of experience in the midstream business, including significant expertise and leadership in crude oil marketing and related operations. Mr. Mills most recently served as Executive Vice President, Commercial Operations at Energy Transfer Partners where he was responsible for a multi-billion-dollar crude oil business spanning the Dakotas, Oklahoma, Texas, Midwest and Gulf Coast. Prior to this role, he spent over 19 years at Enterprise Products Partners where he held positions of increasing responsibility that culminated in his role as Vice President, Crude Oil Pipelines & Terminals. Mr. Mills holds a Bachelor of Business Administration in Marketing from Northeastern State University.

Mr. Roycraft commented, “We are pleased to have Greg join the Adams team and assume leadership of GulfMark. We look forward to benefiting from his significant experience as we capitalize on additional opportunities to further position GulfMark for continued success.”

The Company also today provided a business update concerning the evolving COVID-19 pandemic. Adams’ businesses are considered essential to U.S. infrastructure and are continuing to perform transportation operations at full capacity. The Company has implemented several initiatives designed to further promote a healthy workplace and is committed to providing ongoing safe and seamless customer service. Adams will continue to monitor safety guidelines from the Centers for Disease Control, World Health Organization and state and local governments and adjust its protocols and procedures as necessary.

“We place the highest priority on the health and safety of our employees, our customers and the general public,” said Mr. Roycraft. “While the COVID-19 situation is delivering unprecedented challenges, our best-in-class drivers and other workforce is responding through continued delivery of materials that are vital for this country’s infrastructure. I want to personally thank all of our employees for their hard work and dedication and the ongoing confidence of our customers. Supporting our efforts is a strong financial position – including no debt and substantial cash on hand – that will continue to serve us well.”

About Adams Resources & Energy, Inc.

Adams Resources & Energy, Inc.is primarily engaged in the business of crude oil marketing, transportation and storage and tank truck transportation of liquid chemicals and dry bulk through its two subsidiaries, GulfMark Energy, Inc. and Service Transport Company, respectively. For more information, visit www.adamsresources.com.

Cautionary Statement Regarding Forward-Looking Statements

This news release contains forward-looking statements. Forward-looking statements relate to future events and anticipated results of operations, business strategies, and other aspects of our operations or operating results. In many cases you can identify forward-looking statements by terminology such as “anticipate,” “intend,” “plan,” “project,” “estimate,” “continue,” “potential,” “should,” “could,” “may,” “will,” “objective,” “guidance,” “outlook,” “effort,” “expect,” “believe,” “predict,” “budget,” “projection,” “goal,” “forecast,” “target” or similar words. Statements may be forward looking even in the absence of these particular words. Where, in any forward-looking statement, the Company expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, there can be no assurance that such expectation or belief will result or be achieved. Unless legally required, Adams undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information about the risks and uncertainties that may impact the Company are set forth in the Company's 2019 Form 10-K (including without limitation in the "Risk Factors" section), and in the Company's other SEC filings and publicly available documents.

Contact

Tracy E. Ohmart

EVP, Chief Financial Officer

tohmart@adamsresources.com

(713) 881-3609

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XML

Cover Page	Mar. 30, 2020
Cover [Abstract]
Document Type	8-K
Document Period End Date	Mar. 30, 2020
Entity Registrant Name	ADAMS RESOURCES & ENERGY, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	1-7908
Entity Tax Identification Number	74-1753147
Entity Address, Address Line One	17 South Briar Hollow Lane
Entity Address, Address Line Two	Suite 100
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77027
City Area Code	713
Local Phone Number	881-3600
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.10 par value
Trading Symbol	AE
Security Exchange Name	NYSEAMER
Entity Emerging Growth Company	false
Entity Central Index Key	0000002178
Amendment Flag	false