Pang Stephen S. 4

4 · AirJoule Technologies Corp. · Filed Feb 13, 2026

AI-generated summary of this filing

Updated Feb 14, 2026

AirJoule (AIRJ) CFO Stephen Pang Receives Stock Award

What Happened

Stephen S. Pang, Chief Financial Officer of AirJoule Technologies Corp. (AIRJ), received two derivative awards on 2026-02-11 totaling 245,379 restricted stock units (RSUs): 185,938 RSUs and 59,441 performance RSUs. Both awards were reported at $0.00 per unit (no cash paid); the reported value is $0 because these are contingent/derivative awards, not open‑market purchases.

Key Details

Transaction date: 2026-02-11; Form 4 filed 2026-02-13 (appears timely under normal Form 4 reporting rules).
Award amounts: 185,938 time‑based RSUs; 59,441 performance RSUs (total = 245,379 RSUs).
Price: $0.00 per unit (derivative grant/award).
Vesting notes:
- Time‑based RSUs (185,938): vest in three equal annual installments beginning March 1, 2027. (Footnote F1)
- Performance RSUs (59,441): cliff‑vest after a performance period ending Dec 31, 2028, only if AirJoule’s absolute annualized total shareholder return meets specified thresholds; amount shown is the target award. (Footnote F2)
Each RSU represents a contingent right to receive one share of Class A common stock upon vesting.
Shares owned after the transaction are not specified in the filing.

Context

These are compensation awards (time‑based and performance‑based RSUs), not open‑market purchases or sales. They will convert into actual shares only if/when vesting conditions are met. Such grants are routine forms of executive compensation and do not directly indicate immediate buying or selling of stock.

Form 4

Period: 2026-02-11

Chief Financial Officer

Transactions

Award
Restricted Stock Units
[F1]
2026-02-11+185,938→ 185,938 total
→ Class A Common Stock (185,938 underlying)
Award
Performance Restricted Stock Units
[F2]
2026-02-11+59,441→ 59,441 total
→ Class A Common Stock (59,441 underlying)

Footnotes (2)

[F1]The restricted stock units vest in three equal annual installments beginning on March 1, 2027. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
[F2]The performance restricted stock units are eligible to cliff vest following the conclusion of a performance period ending December 31, 2028, based on the Issuer's absolute annualized total shareholder return over the performance period achieving certain thresholds. Each performance restricted stock unit represents a contingent right to receive one share of Class A Common Stock. The amount reported herein represents the target amount under the award.

Signature

/s/ Chad W. MacDonald, Attorney-in-fact|2026-02-13

1 file