- Statement of Changes in Beneficial Ownership (4)
February 07 2012 - 7:06PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Slaney Michael
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2. Issuer Name
and
Ticker or Trading Symbol
Gevo, Inc.
[
GEVO
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
EVP, Upstream Business Dev.
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(Last)
(First)
(Middle)
C/O CDP GEVO, LLC, 3811 TURTLE CREEK BLVD., SUITE 750
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3. Date of Earliest Transaction
(MM/DD/YYYY)
2/3/2012
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(Street)
DALLAS, TX 75219
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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2/3/2012
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X
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1298
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A
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$2.7
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1298
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I
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By LLC
(1)
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Common Stock
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2/3/2012
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S
(2)
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395
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D
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$8.873
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903
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I
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By LLC
(1)
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Common Stock
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2/3/2012
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S
(3)
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903
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D
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$10
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0
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I
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By LLC
(1)
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Common Stock
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2/6/2012
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X
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7573
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A
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$2.70
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7573
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I
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By LLC
(1)
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Common Stock
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2/6/2012
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S
(4)
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2241
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D
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$9.125
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5332
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I
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By LLC
(1)
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Common Stock
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2/6/2012
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S
(3)
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5332
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D
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$10
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0
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I
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By LLC
(1)
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Common Stock
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2/7/2012
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X
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5577
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A
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$2.7
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5577
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I
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By LLC
(1)
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Common Stock
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2/7/2012
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S
(5)
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1603
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D
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$9.395
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3974
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I
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By LLC
(1)
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Common Stock
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2/7/2012
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S
(3)
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3974
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D
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$10
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0
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I
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By LLC
(1)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Warrants (right to buy)
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$2.7
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2/3/2012
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X
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1298
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9/21/2009
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9/21/2016
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Common Stock
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1298
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$
0
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856702
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I
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By LLC
(6)
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Warrants (right to buy)
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$2.7
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2/6/2012
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X
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7573
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9/21/2009
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9/21/2016
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Common Stock
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7573
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$
0
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849129
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I
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By LLC
(6)
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Warrants (right to buy)
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$2.7
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2/7/2012
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X
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5577
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9/21/2009
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9/21/2016
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Common Stock
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5577
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$
0
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843552
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I
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By LLC
(6)
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Explanation of Responses:
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(
1)
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The shares of common stock were issued to CDP Gevo, LLC. CDP Gevo, LLC is beneficially owned 50% by David Black and 50% by Michael Slaney, each of whom may be held to have voting and dispositive power over 100% of the shares held by CDP Gevo, LLC. The reporting person disclaims beneficial ownership of shares held by CDP Gevo, LLC except to the extent of his pecuniary interest therein.
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(
2)
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On February 3, 2012, CDP Gevo, LLC exercised a warrant to purchase 1,298 shares of the Issuer's common stock for $2.70 per share. CDP Gevo, LLC paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 395 of the warrant shares to pay the exercise price and issuing to CDP Gevo, LLC the remaining 903 shares. The Issuer also paid a negligible amount to CDP Gevo, LLC in lieu of a fractional share.
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(
3)
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The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 14, 2011.
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(
4)
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On February 6, 2012, CDP Gevo, LLC exercised a warrant to purchase 7,573 shares of the Issuer's common stock for $2.70 per share. CDP Gevo, LLC paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 2,241 of the warrant shares to pay the exercise price and issuing to CDP Gevo, LLC the remaining 5,332 shares. The Issuer also paid a negligible amount to CDP Gevo, LLC in lieu of a fractional share.
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(
5)
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On February 7, 2012, CDP Gevo, LLC exercised a warrant to purchase 5,577 shares of the Issuer's common stock for $2.70 per share. CDP Gevo, LLC paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 1,603 of the warrant shares to pay the exercise price and issuing to CDP Gevo, LLC the remaining 3,974 shares. The Issuer also paid a negligible amount to CDP Gevo, LLC in lieu of a fractional share.
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(
6)
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This warrant was issued to CDP Gevo, LLC. CDP Gevo, LLC is beneficially owned 50% by David Black and 50% by Michael Slaney, each of whom may be held to have voting and dispositive power over 100% of the shares held by CDP Gevo, LLC. The reporting person disclaims beneficial ownership of shares held by CDP Gevo, LLC except to the extent of his pecuniary interest therein.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Slaney Michael
C/O CDP GEVO, LLC
3811 TURTLE CREEK BLVD., SUITE 750
DALLAS, TX 75219
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EVP, Upstream Business Dev.
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Signatures
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/s/ Brett Lund, Attorney-in-Fact
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2/7/2012
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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