Insider Filing: Jonathan Carroll Reports Purchase and Large Beneficial Holdings in BDCO

Rhea-AI Filing Summary

Jonathan P. Carroll, who is CEO & President, a director and a >10% owner of Blue Dolphin Energy Company (BDCO), reported an open-market acquisition on a Form 4. On 09/11/2025 he purchased 4,221 shares of common stock at $1.42 per share, and the form shows 4,125,000 shares beneficially owned following the transaction in a direct capacity. The filing also discloses that Mr. Carroll indirectly owns 8,475,000 shares through his ownership interest in Lazarus Energy Holdings, LLC. The Form 4 is signed by Mr. Carroll on 09/15/2025.

Positive

• Insider purchase disclosed: Reporting person acquired 4,221 shares at $1.42 on 09/11/2025.
• Substantial ownership disclosed: 4,125,000 shares directly owned following the transaction and 8,475,000 shares indirectly owned via Lazarus Energy Holdings, LLC.
• Timely filing: Form 4 signed and dated 09/15/2025 consistent with reporting requirements.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: A senior executive with substantial direct and indirect holdings reported a small open-market purchase, reinforcing ownership alignment.

Mr. Carroll filed a Form 4 reporting a purchase of 4,221 shares at $1.42 on 09/11/2025 and reports direct beneficial ownership of 4,125,000 shares. The filing also discloses an indirect holding of 8,475,000 shares via Lazarus Energy Holdings, LLC. From a governance perspective, the filing documents both direct and indirect ownership stakes and timely SEC reporting. This form is a routine insider transaction disclosure and does not, by itself, indicate changes to executive roles or governance structures.

Securities Analyst

TL;DR: Insider reported a modest purchase and large overall ownership disclosed via direct and indirect holdings.

The report shows a purchase on 09/11/2025 of 4,221 common shares at $1.42, with 4,125,000 shares shown as directly beneficially owned after the transaction. The filing explicitly states an additional indirect ownership of 8,475,000 shares through Lazarus Energy Holdings, LLC. The Form 4 is signed 09/15/2025. This disclosure provides clear facts about the reporting person’s positions but contains no earnings, financing, or derivative activity to assess market impact.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

CARROLL JONATHAN P

(Last) (First) (Middle)

C/O BLUE DOLPHIN ENERGY COMPANY

801 TRAVIS STREET, SUITE 2100

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BLUE DOLPHIN ENERGY CO [ BDCO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO & President

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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
Common Stock	09/11/2025		P		4,221	A	$1.42	4,125,000(1)	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		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: 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. Mr. Carroll also indirectly owns 8,475,000 shares of common stock through his ownership interest in Lazarus Energy Holdings, LLC.

	/s/ Jonathan P. Carroll	09/15/2025
	** 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 Number.

FAQ

What transaction did Jonathan P. Carroll report on Form 4 for BDCO?

He reported a purchase of 4,221 shares of Blue Dolphin Energy common stock on 09/11/2025 at a price of $1.42 per share.

How many BDCO shares does Jonathan P. Carroll beneficially own after the reported transaction?

The Form 4 reports 4,125,000 shares beneficially owned in a direct capacity following the reported transaction.

Does Jonathan P. Carroll have indirect ownership of BDCO shares?

Yes. The filing states he indirectly owns 8,475,000 shares through his ownership interest in Lazarus Energy Holdings, LLC.

When was the Form 4 signed and filed by the reporting person?

The signature block shows the form was signed by Jonathan P. Carroll on 09/15/2025.

What is the reporting person’s role at Blue Dolphin Energy Company (BDCO)?

The Form 4 lists Jonathan P. Carroll as CEO & President, a Director, and a 10% owner of the issuer.