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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Adams Resources and Energy Inc | AMEX:AE | AMEX | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-0.10 | -0.34% | 28.90 | 29.01 | 28.90 | 29.00 | 792 | 00:51:34 |
Delaware
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74-1753147
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(State or other jurisdiction of incorporation or
organization)
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(I.R.S. Employer Identification No.)
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Large accelerated filer
o
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Accelerated filer
þ
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Non-accelerated filer
o
(Do not check if a smaller reporting company)
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Smaller reporting company
o
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Emerging growth company
o
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Title of securities
to be registered
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Amount
to be
registered (1)(2)
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Proposed
maximum
offering price
per share (3)
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Proposed
maximum
aggregate
offering price (3)
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Amount of registration fee
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Common stock
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150,000
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$48.63
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$7,294,500.00
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$908.17
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(1)
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Registrant is registering 150,000 shares under the Adams Resources & Energy, Inc. 2018 Long-Term Incentive Plan (the “2018 Plan”) pursuant to this Registration Statement.
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(2)
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Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also include such additional indeterminate number of shares of common stock as may become issuable under the 2018 Plan to prevent dilution as a result of stock splits, stock dividends, recapitalizations or similar transactions.
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(3)
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Estimated solely for the purposes of calculating the registration fee pursuant to Rule 457(c) and (h) under the Securities Act on the basis of the average of the high and low prices of the common stock of Registrant reported on the New York Stock Exchange for May 11, 2018.
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•
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The Company’s Annual Report on Form 10-K, for the year ended December 31, 2017, filed on March 12, 2018;
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•
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The Company’s Quarterly Report on Form 10-Q, for the quarter ended March 31, 2018, filed on May 9, 2018;
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•
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The Company’s Current Reports on Form 8-K, filed on February 22, 2018, March 12, 2018, March 20, 2018, March 28, 2018 and May 9, 2018; and
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•
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The Company’s description of its common stock set forth in the Company’s specimen common stock certificate incorporated by reference to Exhibit 4(a) to Form 10-K for the fiscal year ended December 31, 1991.
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(a)
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The undersigned registrant hereby undertakes:
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(1)
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to file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:
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(i)
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to include any prospectus required by Section 10(a)(3) of the Securities Act;
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(ii)
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to reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in this registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than 20 percent change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement;
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(iii)
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to include any material information with respect to the plan of distribution not previously disclosed in this registration statement or any material change to such information in this registration statement;
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(2)
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that, for the purpose of determining any liability under the Securities Act, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.
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(3)
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to remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.
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(b)
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The undersigned registrant hereby undertakes that, for purposes of determining any liability under the Securities Act, each filing of the registrant’s annual report pursuant to Section 13(a) or Section 15(d) of the Exchange Act (and, where applicable, each filing of an employee benefit plan’s annual report pursuant to Section 15(d) of the Exchange Act) that is incorporated by reference in this registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.
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(c)
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Insofar as indemnification for liabilities arising under the Securities Act may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Commission such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question as to whether such indemnification by it is against public policy as expressed in the Securities Act and will be governed by the final adjudication of such issue.
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ADAMS RESOURCES & ENERGY, INC.
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/s/ Townes G. Pressler
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Townes G. Pressler
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Executive Chairman and Chairman of the Board
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Signature
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Title
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/s/ Townes G. Pressler
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Executive Chairman and Chairman of the Board
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Townes G. Pressler
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/s/ Sharon C. Davis
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Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)
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Sharon C. Davis
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/s/ Larry E. Bell
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Director
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Larry E. Bell
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/s/ Murray E. Brasseux
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Director
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Murray E. Brasseux
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/s/ Michelle A. Earley
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Director
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Michelle A. Earley
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/s/ Richard C. Jenner
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Director
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Richard C. Jenner
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/s/ W.R. Scofield
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Director
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W.R. Scofield
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1 Year Adams Resources and Energy Chart |
1 Month Adams Resources and Energy Chart |
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