Sec Form 13D Filing - Amegy Bank National Association filing for AMERICAN NOBLE GAS INC. (AMNI) - 2015-06-22

Insider filing report for Changes in Beneficial Ownership

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2 )*

 

 

Infinity Energy Resources, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

45663L403

(CUSIP Number)

Thomas J. Press

Amegy Bank National Association

4400 Post Oak Parkway

Houston, Texas 77027

713-232-1761

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

May 15, 2015

(Date of Event Which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ¨

 

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

 

 

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


 

CUSIP No. 45663L403 13D Page 1 of 6

 

  1 

NAMES OF REPORTING PERSONS

 

Amegy Bank National Association

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ¨        (b)  x

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

OO

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

SOLE VOTING POWER

 

5,591,250 (1)

  8

SHARED VOTING POWER

 

0

  9

SOLE DISPOSITIVE POWER

 

5,591,250 (1)

10

SHARED DISPOSITIVE POWER

 

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING P ERSON

 

5,591,250 (1)

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

20.8% (2)

14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

BK

 

(1) The aggregate amount of Common Stock held by the Reporting Person has not changed since the Reporting Person filed that certain Amendment No. 1 to Schedule 13D with the SEC on December 31, 2013.
(2) The aggregate amount of Common Stock held by the Reporting Person has not changed since the Reporting Person filed that certain Amendment No. 1 to Schedule 13D with the SEC on December 31, 2013. However, based upon 26,866,938 shares of Common Stock outstanding as of May 15, 2015 as reported by the Issuer in its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2015, filed with the SEC on May 15, 2015, the percentage of Common Stock held by the Reporting Person decreased from 22.3% to 20.8%.


 

CUSIP No. 45663L403 13D Page 2 of 6

 

This Amendment No. 2 to Schedule 13D (this “Amendment No. 2”) is being filed to amend the Schedule 13D filed by the Reporting Person (as defined below) with the Securities and Exchange Commission (the “SEC”) on February 22, 2013, as amended by that certain Amendment No. 1 to Schedule 13D filed by the Reporting Person with the SEC on December 31, 2013 (as amended, the “Schedule 13D”), with respect to the common stock, par value $0.0001 per share (the “Common Stock”), of Infinity Energy Resources, Inc., a Delaware corporation (the “Issuer”). This Amendment No. 2 amends the Schedule 13D as specifically set forth herein.

Item 2. Identity and Background

Schedule 1 is amended and restated in the form attached to this Amendment No. 2 as Schedule 1.

Item 5. Interest in Securities of the Issuer

Item 5(a) is amended and restated in its entirety to read as follows:

(a) As of the date of the filing of this Schedule 13D, the Reporting Person is the beneficial owner of 5,591,250 shares of Common Stock, which in the aggregate represents approximately 20.8% of the outstanding shares of Common Stock. This percentage amount is calculated based upon 26,866,938 shares of Common Stock outstanding as of May 15, 2015 as reported by the Issuer in its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2015, filed with SEC on May 15, 2015.

The filing of this Schedule 13D shall not be construed as an admission by the Reporting Person that, for the purpose of Section 13(d) or 13(g) of the Act, such Reporting Person is the beneficial owner of any securities covered by this Schedule 13D other than securities owned of record by such Reporting Person.

Except as indicated in this Item 5 or as set forth below, the Reporting Person does not own beneficially, or have any right to acquire, directly or indirectly, any shares of Common Stock.


 

CUSIP No. 45663L403 13D Page 3 of 6

 

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

June 19, 2015

 

AMEGY BANK NATIONAL ASSOCIATION
By:

/s/ Thomas J. Press

Thomas J. Press,
Executive Vice President & General Counsel


 

CUSIP No. 45663L403    13D    Page 4 of 6

 

Schedule 1

EXECUTIVE OFFICERS, DIRECTORS, AND CONTROLLING PERSONS

OF

AMEGY BANK NATIONAL ASSOCIATION

The name and present principal address of each executive officer and director of Amegy Bank National Association, each person controlling Amegy Bank National Association, and each executive officer and director of any corporation or other person ultimately in control of Amegy Bank National Association are set forth below. Unless otherwise noted, the business address for each person listed below as an officer or director of Amegy Bank National Association is c/o Amegy Corporation, 4400 Post Oak Parkway, Houston, Texas 77027, and the business address for each person listed below as an officer or director of Zions Bancorporation is c/o Zions Bancorporation, One South Main Street, 15th Floor, Salt Lake City, Utah 84133-1109. All executive officers, directors, and controlling persons listed are United States citizens.

 

Name and Business Address

(if applicable)

  

Principal Occupation and Principal Business

(if applicable)

Amegy Bank National Association   
Directors   

Harris H. Simmons

   President and Chief Executive Officer Zions Bancorporation

Scott J. McLean

   Chairman Amegy Bank N.A.

Steven D. Stephens

   President and Chief Executive Officer Amegy Bank N.A.

Walter E. Johnson

   Senior Chairman Amegy Bank N.A.

Randall E. Meyer

   Executive Vice President and Chief Financial Officer Amegy Bank N.A.

J. David Heaney

   Chairman Heaney Rosenthal, Inc.

Kirbyjon H. Caldwell

   Pastor Windsor Village United Methodist Church

Fred R. Lummis

   Chairman Platform Partners, LLC

Christopher J. Pappas

   Chairman Pappas Restaurants, Inc.
Officers   

Scott J. McLean

   Chairman

Steven D. Stephens

   President and Chief Executive Officer Amegy Bank N.A.

Walter E. Johnson

   Senior Chairman

Lane Ward

   Vice-Chairman

David McGee

   President and Chief Executive Officer – San Antonio Region

Kirk Wiginton

   President and Chief Executive Officer – Dallas Region

Laif Afseth

   Executive Vice President, Executive Director, Corporate C&I Lending

Joseph Argue, III

   Executive Vice President, Chief Lending Officer

Randall E. Meyer

   Executive Vice President, Chief Financial Officer

Mary Murray

   Executive Vice President, Executor Director of Corporate Services

Alicia Blaszak

   Executive Vice President, Human Resources Director

Deborah Gibson

   Executive Vice President, Trust Division Manager

Mark Harris

   Executive Vice President, Commercial Lending Manager


 

CUSIP No. 45663L403 13D Page 5 of 6

 

Mike Stanberry

Executive Vice President, Chief Credit Officer

Dave Stevenson

Executive Vice President, Executive Director, Private & Community Banking

Jill Vaughan

Executive Vice President, Executive Director, Regional Commercial

Suzette W. Jones

Executive Vice President, Manager, Trusts and Investments

Barbara Vilutis

Executive Vice President, Manager, Wealth Mgmt & Stratetic Relationships

A. Stephen Kennedy

Executive Vice President, Senior Energy Lending Manager

Marylyn Manis-Hassanein

Executive Vice President, Chief Operating Officer

Thomas J. Press

Executive Vice President, General Counsel

Chuck Bowman

Executive Vice President, Retail and Business Banking Div. Mgr.

T.J. Raguso

Executive Vice President, International Banking Manager

George Marshall

Executive Vice President, Real Estate Division Manager
Zions Bancorporation
Directors

Jerry C. Atkin

Chairman and Chief Executive Officer Skywest Airlines, St. George, Utah

John Erickson

Retired, former Vice Chairman Union Bank, California

Patricia Frobes

Retired, former Senior Vice President The Irvine Company, Portland, Oregon

Suren K. Gupta

Executive Vice President of Technology and Strategic Ventures Allstate Insurance Co.

J. David Heaney

Chairman Heaney Rosenthal, Inc., Houston, Texas

Vivian S. Lee

Senior Vice President of Health Sciences at the University of Utah, Dean of the University’s School of Medicine, and CEO of University of Utah Health Care

Edward Murphy

Retired, former Executive Vice President of the Federal Reserve Bank of New York

Roger B. Porter

IBM Professor of Business and Government, Harvard University, Cambridge, Massachusetts

Stephen D. Quinn

Retired, former Managing Director and General Partner, Goldman Sachs & Co. New Canaan, Connecticut

Harris Simmons

Chairman, President and Chief Executive Officer Zions Bancorporation and Chairman of the Board of Zions First National Bank, Salt Lake City, Utah

L. E. Simmons

President SCF Partners, LP, Houston, Texas

Shelley Thomas Williams

Communications Consultant, Sun Valley, Idaho

Steven C. Wheelwright

President Brigham Young University-Hawaii, Laie, Hawaii
Officers

Harris H. Simmons

Chairman of the Board, President and Chief Executive Officer

Bruce K. Alexander

Executive Vice President, Colorado Administration

A. Scott Anderson

Executive Vice President, Utah Administration

David E. Blackford

Executive Vice President, California Administration

Paul E. Burdiss

Executive Vice President & Chief Financial Official

Joseph L. Reilly

Executive Vice President, Technology and Operations Systems

Julie Castle

Executive Vice President, Wealth Management


 

CUSIP No. 45663L403 13D Page 6 of 6

 

Thomas E. Laursen

Executive Vice President, General Counsel

Keith D. Maio

Executive Vice President, Chief Banking Officer

Michael Morris

Executive Vice President, Chief Credit Officer

W. David Hemingway

Executive Vice President, Capital Markets & Investments

Dallas E. Haun

Executive Vice President, Nevada Administration

Dianne R. James

Executive Vice President, Human Resources

LeeAnne B. Linderman

Executive Vice President, Retail Banking

Scott J. McLean

President and Chief Operating Officer

Steven D. Stephens

President and Chief Executive Officer, Texas Administration

Stanley D. Savage

Executive Vice President, Washington Administration

Edward P. Schreiber

Executive Vice President, Chief Risk Officer

Mark R. Young

Executive Vice President & Chief Financial Officer National Bank of Arizona

Amegy Bank National Association is 100% owned by Amegy Corporation, a Texas corporation, at the address of Amegy Corporation c/o Corporation Service Company d/b/a CSC-Lawyers Inco, 211 E. 7th Street, Suite 620, Austin, Texas 78701, which is 100% owned by Zions Bancorporation, a Utah corporation, at the address of One South Main Street, 15th Floor, Salt Lake City, Utah 84133-1109.