Sec Form 4 Filing - CENAQ Sponsor LLC. @ Verde Clean Fuels, Inc. - 2023-06-21

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 CENAQ Sponsor LLC. 2. Issuer Name and Ticker or Trading Symbol Verde Clean Fuels, Inc. [ VGAS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 4550 POST OAK PLACE DR., SUITE 300 3. Date of Earliest Transaction (MM/DD/YY) 06/21/2023 (Street) HOUSTON, TX77027 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 Class A Common Stock 08/25/2023 J( 1 ) 54,874 D 3,432,626 D ( 2 ) Class A Common Stock 08/25/2023 J( 3 ) 198,251 D 3,234,375 D ( 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 Private Placement Warrants $ 11.5 06/21/2023 J( 4 ) 2,475,000 ( 5 ) ( 5 ) Class A Common Stock 2,475,000 ( 4 ) 0 D ( 6 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other CENAQ Sponsor LLC. 4550 POST OAK PLACE DR. SUITE 300 HOUSTON, TX77027 X Signatures CENAQ Sponsor LLC /s/ J. Russell Porter Chief Executive Officer 10/26/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On August 25, 2023, the Reporting Person transferred to various third parties a total of 54,874 shares of the Issuer's Class A common stock, par value $0.0001 per share (the "Class A Common Stock"), representing a "make-whole" amount in connection with such third parties purchasing shares of Class A Common Stock at the per share redemption price of approximately $10.31 per share from the Issuer's redeeming stockholders prior to the completion of the business combination between the Issuer, Verde Clean Fuels OpCo, LLC, Bluescape Clean Fuels Holdings, LLC, Bluescape Clean Fuels Intermediate Holdings, LLC and the Reporting Person on February 15, 2023 (the "Business Combination") in lieu of their agreements to purchase shares of Class A Common Stock for $10.00 per share in a private placement. ( 2 )The Reporting Person is the record holder of the securities reported herein. J. Russell Porter is the sole member of the board of managers of the Reporting Person. Messr. Porter may be deemed to have or share beneficial ownership of the securities held directly by the Reporting Person and disclaims any such beneficial ownership of such securities except to the extent of his pecuniary interest therein. ( 3 )On August 25, 2023, the Reporting Person effectuated a pro rata distribution of 198,251 shares of Class A Common Stock previously held by the Reporting Person to its members. ( 4 )On June 21, 2023, the Reporting Person effectuated a pro rata distribution of 2,475,000 private placement warrants to its members (the "Distribution"). ( 5 )The warrants became exercisable on March 17, 2023, 30 days after the completion of the Business Combination. The warrants will expire five years after the completion of the Business Combination or earlier upon redemption or liquidation, as described in the prospectus for the Issuer's initial public offering. ( 6 )The Reporting Person is the record holder of the securities reported herein. J. Russell Porter is the sole member, and at the time of the Distribution, John B. Connally III and Michael J. Mayell were members, of the board of managers of the Reporting Person. Each of Messrs. Connally, Porter and Mayell may be deemed to have or share beneficial ownership of the securities held directly by the Reporting Person. Each such person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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