John O. Niemann Jr. - Feb 4, 2025 Form 4 Insider Report for ADAMS RESOURCES & ENERGY, INC. (AE)

Role: Director
Signature: /s/ John O. Niemann, Jr.
Stock symbol: AE
Transactions as of: Feb 4, 2025
Transactions value $: -$231,192
Form type: 4
Date filed: 2/4/2025, 04:31 PM
Previous filing: Feb 21, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	AE	Common stock	Disposed to Issuer	-$200K	-5.27K	-100%	$38.00	0	Feb 4, 2025	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	AE	Restricted stock units	Disposed to Issuer	-$31K	-817	-100%	$38.00	0	Feb 4, 2025	Common stock	817		Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

John O. Niemann Jr. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Represents shares of Adams Resources & Energy, Inc. ("AE") common stock disposed of in connection with the Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 11, 2024, by and among AE, ARE Equity Corporation, a Texas corporation ("Parent") as successor-in-interest to Tres Energy LLC, a Texas limited liability company, and ARE Acquisition Corporation, a Delaware corporation and a direct, wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub would merge with and into AE, with AE surviving the merger as a wholly owned subsidiary of Parent. In accordance with the Merger Agreement, at the effective time of the merger contemplated thereby (the "Effective Time"), each share of AE common stock held by the reporting person was converted into the right to receive $38.00 in cash (the "Merger Consideration").
F2	In accordance with the Merger Agreement, at the Effective Time, each restricted stock unit award under the AE 2018 Long-Term Incentive Plan, as amended and restated, was cashed out based on the Merger Consideration.

Content

Represents shares of Adams Resources & Energy, Inc. ("AE") common stock disposed of in connection with the Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 11, 2024, by and among AE, ARE Equity Corporation, a Texas corporation ("Parent") as successor-in-interest to Tres Energy LLC, a Texas limited liability company, and ARE Acquisition Corporation, a Delaware corporation and a direct, wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub would merge with and into AE, with AE surviving the merger as a wholly owned subsidiary of Parent. In accordance with the Merger Agreement, at the effective time of the merger contemplated thereby (the "Effective Time"), each share of AE common stock held by the reporting person was converted into the right to receive $38.00 in cash (the "Merger Consideration").

In accordance with the Merger Agreement, at the Effective Time, each restricted stock unit award under the AE 2018 Long-Term Incentive Plan, as amended and restated, was cashed out based on the Merger Consideration.