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Filing Details

Accession Number:: 0001209191-12-005602
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-01-26 19:23:34
Reporting Period:: 2012-01-24

Filing Date:: 2012-01-26
Accepted Time:: 2012-01-26 19:23:34
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1463258	Renewable Energy Group Inc.	REGI	Industrial Organic Chemicals (2860)	264785427

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1241831	J Philip Deutch	1700 K Street, Nw Suite 750 Washington DC 20006	No	No	Yes	No
1377291	Natural Gas Partners Viii, L.p.	125 E. John Carpenter Freeway Suite 600 Irving TX 75062	No	No	Yes	No
1418349	Ngp Energy Technology Partners, L.p.	1700 K Street Nw Suite 750 Washington DC 20006	No	No	Yes	No
1421879	Energy Technology Partners, L.l.c.	1700 K Street, Nw Suite 750 Washington DC 20006	No	No	Yes	No
1422087	Ngp Etp, L.l.c.	1700 K Street, Nw Suite 750 Washington DC 20006	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Disposition	2012-01-03	4,121	$0.00	0	No	4	J	Direct
Common Stock	Disposition	2012-01-03	4,421	$0.00	0	No	4	J	Direct
Common Stock	Acquisiton	2012-01-24	94,706	$0.00	94,706	No	4	C	Direct
Common Stock	Acquisiton	2012-01-24	94,706	$0.00	94,706	No	4	C	Direct
Common Stock	Disposition	2012-01-24	94,706	$9.30	0	No	4	S	Direct
Common Stock	Disposition	2012-01-24	94,706	$9.30	0	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	J	Direct
No	4	J	Direct
No	4	C	Direct
No	4	C	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Class A Common Stock	Acquisiton	2012-01-03	4,121	$0.00	4,121	$0.00
Common Stock	Class A Common Stock	Acquisiton	2012-01-03	4,421	$0.00	4,421	$0.00
Common Stock	Series A Preferred Stock	Disposition	2012-01-24	2,559,808	$0.00	2,559,808	$0.00
Common Stock	Class A Common Stock	Acquisiton	2012-01-24	1,357,544	$0.00	1,357,544	$0.00
Common Stock	Series B Preferred Stock	Acquisiton	2012-01-24	570,726	$0.00	1,141,452	$0.00
Common Stock	Series A Preferred Stock	Disposition	2012-01-24	2,559,808	$0.00	2,559,808	$0.00
Common Stock	Class A Common Stock	Acquisiton	2012-01-24	1,357,544	$0.00	1,357,544	$0.00
Common Stock	Series B Preferred Stock	Acquisiton	2012-01-24	570,726	$0.00	1,141,452	$0.00
Common Stock	Common Stock Warrant (Right to Buy)	Disposition	2012-01-24	210,227	$0.00	210,227	$0.00
Common Stock	Class A Common Stock	Acquisiton	2012-01-24	33,643	$0.00	33,643	$0.00
Common Stock	Common Stock Warrant (Right to Buy)	Disposition	2012-01-24	187,500	$0.00	187,500	$0.00
Common Stock	Class A Common Stock	Acquisiton	2012-01-24	30,006	$0.00	30,006	$0.00
Common Stock	Common Stock Warrant (Right to Buy)	Disposition	2012-01-24	22,727	$0.00	22,727	$0.00
Common Stock	Class A Common Stock	Acquisiton	2012-01-24	3,637	$0.00	3,637	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
4,121	No	4	J	Direct
4,421	No	4	J	Direct
0	No	4	C	Direct
1,361,665	No	4	C	Direct
1,141,452	No	4	C	Direct
0	No	4	C	Direct
1,357,544	No	4	C	Direct
1,141,452	No	4	C	Direct
0	No	4	J	Direct
1,395,308	No	4	J	Direct
0	No	4	J	Direct
34,427	No	4	J	Direct
0	No	4	J	Direct
1,361,181	No	4	J	Direct

Footnotes

On January 3, 2012, each share of REGI Common Stock was reclassified into one share of Class A Common Stock. This Form 4 reflects a 2.5 - for -1 reverse stock split effected on January 3, 2012.
These securities are directly owned by Natural Gas Partners VIII, L.P. ("NGP VIII"). These securities may be deemed to be beneficially owned by G.F.W. Energy VIII, L.P. ("GFW LP") and GFW VIII, L.L.C. ("GFW LLC"). GFW LP is the general partner of NGP VIII. GFW LLC is the general partner of GFW LP. Each of GFW LP and GFW LLC disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of the securities for purposes of Section 16 ("Section 16") of the Securities Act of 1934, as amended, or for any other purpose.
These securities are directly owned by Energy Technology Partners, L.L.C. ("ETP"). These securities may be deemed to be beneficially owned by Philip J. Deutch ("Deutch"), who is the manager of ETP. Deutch disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
On January 24, 2012, each of NGP VIII and NGP Energy Tech (as defined below) converted 94,706 shares of Class A Common Stock into 94,706 shares of REGI listed Common Stock and subsequently sold these shares in REGI's initial public offering.
These securities are directly owned by NGP Energy Technology Partners, L.P. ("NGP Energy Tech"). These securities may be deemed to be beneficially owned by NGP ETP, L.L.C. ("NGP ETP"), ETP and Deutch. NGP ETP is the general partner of NGP Energy Tech. ETP is the manager of NGP ETP. Deutch is the manager of ETP. Each of NGP ETP, ETP and Deutch disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed on admission that any such person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
The Class A Common Stock will automatically convert into shares of REGI listed Common Stock on a one-for-one basis on July 16, 2012, subject to the terms of the lock-up agreements entered into in connection with REGI's initial public offering.
On January 24, 2012, each share of Series A Preferred Stock was reclassified into 0.559398973893395 shares of Class A Common Stock and 0.222956790528082 shares of Series B Preferred Stock. Reflects redistribution of shares between certain shareholders of REGI pursuant to a separate letter agreement and the share conversion described in Note (4). The Series A Preferred Stock was convertible at any time, at the holder's election, and had no expiration date.
The right to exercise the conversion privilege of the Series B Preferred Stock into Common Stock will begin on July 16, 2012, subject to the terms and conditions of the lock-up agreements, and has no expiration date.
On January 24, 2012, all warrants to purchase REGI Common Stock were exchanged for shares of Class A Common Stock pursuant to the terms of separate warrant exchange agreements. The warrants were exercisable immediately, with the last set to expire on July 18, 2015.