Mark S. Comora - Mar 12, 2024 Form 4 Insider Report for OPAL Fuels Inc. (OPAL)

Signature
/s/ John Coghlin as Attorney-in-Fact
Stock symbol
OPAL
Transactions as of
Mar 12, 2024
Transactions value $
$0
Form type
4
Date filed
3/14/2024, 07:30 PM
Previous filing
Oct 5, 2023
Next filing
Apr 2, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OPAL Class D common stock Conversion of derivative security -71.5M -50.22% 70.9M Mar 12, 2024 Through OPAL Holdco LLC F1, F2
transaction OPAL Class B common stock Conversion of derivative security +71.5M 71.5M Mar 12, 2024 Through OPAL Holdco LLC F1, F2
holding OPAL Class D common stock 2.02M Mar 12, 2024 Through Hillman RNG Investments LLC
holding OPAL Class A common stock 10.1K Mar 12, 2024 Direct
holding OPAL Class A common stock 881K Mar 12, 2024 Through Fortistar LLC

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding OPAL Class B Common Units of OPAL Fuels LLC 142M Mar 12, 2024 Class C common stock 142M Through OPAL Holdco LLC F3
holding OPAL Class B Common Units of OPAL Fuels LLC 2.02M Mar 12, 2024 Class C common stock 2.02M Through Hillman RNG Investments LLC F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the Certificate of Incorporation of OPAL Fuels Inc. (the "Company"), each share of Class D common stock of the Company is convertible into one share of Class B common stock of the Company at the option of the holder thereof at any time upon written notice to the Company. No conversion price is required to be paid in connection with such conversion.
F2 On March 12, 2024, OPAL HoldCo LLC delivered notice to the Company of its election to convert 71,500,000 shares of Class D common stock into a corresponding number of shares of Class B common stock. The reporting person is the Chairman of the Board of Directors of the Company and the President of Fortistar Renewables LLC, which is the Manager of OPAL HoldCo LLC. The reporting person is also the President of OPAL HoldCo LLC. Through Fortistar LLC and various other subsidiaries of Fortistar LLC, the reporting person controls OPAL Holdco LLC. The reporting person disclaims beneficial ownership of all securities reported in this Form 4 except to the extent of his pecuniary interest therein, other than those securities reported herein as being held directly by such reporting person.
F3 The Class B Common Units of OPAL Fuels LLC are redeemable at any time by the reporting person for, at the election of the Company, newly-issued Class C common stock on a one-for-one basis or a cash payment equal to the volume weighted average market price of one Class C common stock for each Class B Common Unit redeemed. Upon the redemption of any Class B Common Units, a number of Class D common stock equal to the number of Class B Common Units that are redeemed will be cancelled by the Issuer for no consideration.