Edgar Filing: Genie Energy Ltd.

Ownership Submission

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

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(h) of the Investment Company Act of 1940

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3235-0287

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

JONAS HOWARD S

2. Issuer Name and Ticker or Trading Symbol
Genie Energy Ltd. [GNE]

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

__X__ Director	__X__ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Chairman of the Board

(Last)

(First)

(Middle)

C/O IDT CORPORATION, 520 BROAD STREET

3. Date of Earliest Transaction (Month/Day/Year)
07/28/2014

(Street)

NEWARK, NJ 07102

4. If Amendment, Date 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

(City)

(State)

(Zip)

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock, par value $.01 per share								1,642,138 ⁽¹⁾	D
Class B Common Stock, par value $.01 per share								166,957	I	By Trust FBO Joseph Jonas ⁽²⁾
Class B Common Stock, par value $.01 per share								166,957	I	By Trust FBO Tamar Jonas ⁽²⁾
Class B Common Stock, par value $.01 per share								166,957	I	By Trust FBO Rachel Jonas ⁽²⁾
Class B Common Stock, par value $.01 per share								166,957	I	By Trust FBO Leora Jonas ⁽²⁾
Class B Common Stock, par value $.01 per share								166,957	I	By Trust FBO David Jonas ⁽²⁾
Class B Common Stock, par value $.01 per share								166,957	I	By Trust FBO Michael Jonas ⁽²⁾
Class B Common Stock, par value $.01 per share								166,957	I	By Trust FBO Samuel Jonas ⁽²⁾
Class B Common Stock, par value $.01 per share								166,957	I	By Trust FBO Jonathan Jonas ⁽²⁾
Class B Common Stock, par value $.01 per share								166,963	I	By Trust FBO Miriam Jonas ⁽²⁾
Class B Common Stock, par value $.01 per share								1,556	I	Custodial for Son (Jonathan)
Class B Common Stock, par value $.01 per share								1,556	I	Custodial for Daughter (Rachel)
Class B Common Stock, par value $.01 per share								1,556	I	Custodial for Son (Joseph)
Class B Common Stock, par value $.01 per share								1,556	I	Custodial for Daughter (Tamar)
Class B Common Stock, par value $.01 per share								1,556	I	Custodial for Daughter (Miriam)
Class B Common Stock, par value $.01 per share								1,269,427	I	By Howard S. Jonas 2009 Annuity Trust II
Class A Common Stock, par value $.01 per share								1,574,326	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Employee Stock Option (right to buy)

$ 10.3

07/28/2014

3,000,000

⁽³⁾

12/11/2023

Class B Common Stock

3,000,000

⁽⁴⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
JONAS HOWARD S C/O IDT CORPORATION 520 BROAD STREET NEWARK, NJ 07102	X	X	Chairman of the Board

Signatures

Joyce J. Mason, by Power of Attorney		07/30/2014
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Includes 18,333 restricted shares of Class B Common Stock that vest on November 3, 2014.
(2)	These shares are held in trust for the benefit of the Reporting Person's children. The Reporting Person's spouse is the trustee of the trust. Mr. Jonas does not exercise or share investment control of these shares.
(3)	The option was set to vest in five equal annual installments beginning on December 15, 2014.
(4)	The Option was canceled by mutual agreement of the Reporting Person and Genie Energy Ltd. In exchange for the cancellation and the extension of the period of the employment agreement for an additional year, the Reporting Person and the Issuer agreed that the Reporting Person will purchase from the Issuer an aggregate of 3,600,000 shares of Genie's Class B common stock at a price per share of $6.82, the closing price on July 28, 2014, as reported on the New York Stock Exchange. The exchange was approved by the Issuer's Independent Compensation Committee of the Board of Directors on July 28, 2014.

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