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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Candlewood Investment Group, LP
2. Issuer Name and Ticker or Trading Symbol

Pacific Ethanol, Inc. [ PEIX ]
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)

555 THEODORE FREMD AVE, SUITE C-303
3. Date of Earliest Transaction (MM/DD/YYYY)

12/12/2016
(Street)

RYE, NY 10580
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   12/12/2016     S    1737390   D $9.33   4046369   I   See Footnote   (1)
Common Stock   12/12/2016     S    1026379   D $9.33   2101534   I   See Footnote   (2)
Common Stock   12/12/2016     S    70585   D $9.33   122029   I   See Footnote   (3)
Common Stock   12/12/2016     S    17646   D $9.33   30507   I   See Footnote   (3)
Common Stock   12/12/2016     S    76148   D $10.3345   (4) 3970221   I   See Footnote   (1)
Common Stock   12/12/2016     S    44985   D $10.3345   (4) 2056549   I   See Footnote   (2)
Common Stock   12/12/2016     S    3094   D $10.3345   (4) 118935   I   See Footnote   (3)
Common Stock   12/12/2016     S    773   D $10.3345   (4) 29734   I   See Footnote   (3)
Common Stock                  900177   I   See Footnote   (2)
Common Stock                  77292   I   See Footnote   (2)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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

Explanation of Responses:
( 1)  The securities are directly held by Candlewood Special Situations Master Fund, Ltd. (the "Special Situations Fund"). Candlewood Investment Group, LP (the "Investment Manager") serves as the investment manager to the Special Situations Fund, and Candlewood Special Situations General, LLC (the "Fund GP") serves as the general partner of the Special Situations Fund. Candlewood Investment Group General, LLC (the "Manager GP") serves as the general partner of the Investment Manager. Each of the Reporting Persons, other than the Special Situations Fund, disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest.
( 2)  The securities are directly held by a private investment fund for which (i) the Investment Manager serves as the investment manager and (ii) the Fund GP serves as the general partner. The Manager GP serves as the general partner of the Investment Manager. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest.
( 3)  The securities are directly held by a private investment fund for which the Investment Manager controls the investment manager advising such fund. The Manager GP serves as the general partner of the Investment Manager. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest.
( 4)  The transactions were executed in multiple trades at prices ranging from $10.05 to $10.75. The price above reflects the weighted average sales price. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer or a security holder of the Issuer.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Candlewood Investment Group, LP
555 THEODORE FREMD AVE
SUITE C-303
RYE, NY 10580

X

Candlewood Special Situations General, LLC
555 THEODORE FREMD AVE
SUITE C-303
RYE, NY 10580

X

Candlewood Investment Group General, LLC
555 THEODORE FREMD AVE
SUITE C-303
RYE, NY 10580

X

Candlewood Special Situations Master Fund, Ltd.
555 THEODORE FREMD AVE
SUITE C-303
RYE, NY 10580

X


Signatures
Candlewood Investment Group, LP, By: /s/ Janet Miller, its Chief Operating Officer and General Counsel 12/14/2016
** Signature of Reporting Person Date

Candlewood Special Situations General, LLC, By: /s/ Michael Lau, its Class A Member 12/14/2016
** Signature of Reporting Person Date

Candlewood Investment Group General, LLC, By: /s/ Michael Lau, its Manager 12/14/2016
** Signature of Reporting Person Date

Candlewood Special Situations Master Fund, Ltd., By: /s/ David Koenig, its Portfolio Manager 12/14/2016
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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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