Sec Form 4 Filing - BIGLARI, SARDAR @ ABRAXAS PETROLEUM CORP - 2022-10-26

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
BIGLARI, SARDAR
2. Issuer Name and Ticker or Trading Symbol
ABRAXAS PETROLEUM CORP [ AXAS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
19100 RIDGEWOOD PARKWAY, SUITE 1200
3. Date of Earliest Transaction (MM/DD/YY)
10/26/2022
(Street)
SAN ANTONIO, TX78259
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Series A Preferred Stock 10/26/2022 J( 1 ) 685,505 D 0 I See footnote( 2 )
Common Stock 10/26/2022 J( 1 ) 90,631,287 A 90,631,292 I See footnote( 2 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BIGLARI, SARDAR
19100 RIDGEWOOD PARKWAY, SUITE 1200
SAN ANTONIO, TX78259
X X
Signatures
/s/ Sardar Biglari 10/27/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On October 26, 2022, pursuant to an Exchange Agreement, dated September 27, 2022, by and among Biglari Holdings Inc. ("Biglari Holdings") and the Issuer, Biglari Holdings acquired 90,631,287 shares of Common Stock from the Issuer in exchange for 685,505 shares of Series A Preferred Stock.
( 2 )Following the transactions reported herein, includes (i) 90,631,287 shares of Common Stock held of record by Biglari Holdings and (ii) 5 shares of Common Stock held of record by The Lion Fund, L.P. ("The Lion Fund"). The reporting person is Chairman and Chief Executive Officer of Biglari Holdings and maintains investment and voting control of the securities held by Biglari Holdings. The reporting person is also the sole member, Chairman and Chief Executive Officer of Biglari Capital Corp., which is the general partner of The Lion Fund. By virtue of these relationships, the reporting person may be deemed to share beneficial ownership of the securities reported herein, but disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.