Sec Form 4 Filing - AZAR II RICHARD NATHAN @ LUCAS ENERGY, INC. - 2016-11-04

Insider filing report for Changes in Beneficial Ownership
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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
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1. Name and Address of Reporting Person
AZAR II RICHARD NATHAN
2. Issuer Name and Ticker or Trading Symbol
LUCAS ENERGY, INC. [ LEI]
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)
PO BOX 6172
3. Date of Earliest Transaction (MM/DD/YY)
11/04/2016
(Street)
SAN ANTONIO, TX78209
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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
Common Stock 11/04/2016 G V 760,997 ( 1 ) A $ 0 4,170,382 I See Footnotes ( 1 ) ( 2 ) ( 3 ) ( 6 )
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
Series B Redeemable Convertible Preferred Stock $ 3.5 11/04/2016 S 294,000 08/25/2016 ( 4 )( 5 ) Common Stock 2,099,160 $ 25 258,000 I See Footnotes ( 1 ) ( 2 ) ( 3 ) ( 6 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
AZAR II RICHARD NATHAN
PO BOX 6172
SAN ANTONIO, TX78209
X X
RAD2 Management, LLC
PO BOX 6172
SAN ANTONIO, TX78209
Manager
RAD2 Minerals, Ltd
PO BOX 6172
SAN ANTONIO, TX78209
General Partner
Segundo Resources, LLC
PO BOX 6172
SAN ANTONIO, TX78209
Manager
Signatures
/s/ Richard N. Azar, II 11/08/2016
Signature of Reporting Person Date
/s/ Richard N. Azar, II, as Manager of RAD 2 Management, LLC, the General Partner of RAD2 Minerals, Ltd. 11/08/2016
Signature of Reporting Person Date
/s/ Richard N. Azar II, as Manager of RAD 2 Management, LLC 11/08/2016
Signature of Reporting Person Date
/s/ Richard N. Azar, II, as Manager of Segundo Resources, LLC 11/08/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Richard N. Azar II, may be deemed to beneficially own: RAD2 Minerals, Ltd. ("RAD2", which directly owns 3,409,385 shares of the common stock, par value $0.001 per share of the Issuer ("Common Stock"), and 200,000 shares of the Series B Redeemable Convertible Preferred Stock (the "Series B Preferred Stock") of the Issuer); and Segundo Resources, LLC ("Segundo", which, following the transactions contemplated by this Form 4, directly owns 58,000 shares of Series B Preferred Stock of the Issuer) and as such indirectly beneficially owns the Common Stock held by RAD2 and the Series B Preferred Stock held by RAD2 and Segundo. RAD2 Management, LLC ("RAD2 LLC") as general partner of RAD2, may be deemed to beneficially own the securities held by RAD2. Mr. Azar is the manager of RAD2 LLC and is the managing member of Segundo.
( 2 )RAD2 and RAD2 LLC, which are also reporting their ownership on this Form 4, do not have a pecuniary interest in the securities owned by Mr. Azar or Segundo.
( 3 )Segundo, which is also reporting its ownership on this Form 3, does not have a pecuniary interest in the securities owned by Mr. Azar, RAD2 LLC or RAD2.
( 4 )The Series B Preferred Stock has a face value of $25 per share and is convertible into Common Stock at a conversion price of $3.50 per share, at the option of the holder thereof, or automatically as to 25% of the Series B Preferred Stock shares if the Common Stock trades above $6.125 per25 share for at least 20 consecutive trading days, and trades with at least 75,000 shares of average volume per day (the "Trading Requirements"); an additional 50% if the Common Stock trades above $7.00 per share and meets the Trading Requirements; and as to the remaining Series B Preferred Stock shares, if the Common Stock trades above $7.875 per share and meets the Trading Requirements.
( 5 )Each outstanding share of Series B Preferred Stock is entitled to one vote per share on all stockholder matters. The Series B Preferred Stock is redeemable at any time by the Issuer upon the payment by the Issuer of the face amount of the Series B Preferred Stock ($25 per share) plus any and all accrued and unpaid dividends thereon.
( 6 )In connection with the Issuer's entry into a $40 million Loan Agreement on August 25, 2016, RAD2 pledged 3,120,606 shares of Common Stock to the lender in order to secure amounts owed under the Loan Agreement. RAD2 also agreed to pledge 288,779 shares of common stock to the Issuer pursuant to the terms of a Letter Agreement, described in greater detail in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on August 31, 2016.

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