Rogers Douglas G 4/A
4/A · Atlas Energy Solutions Inc. · Filed Mar 6, 2026
Research Summary
AI-generated summary of this filing
Atlas Energy (AESI) Director Douglas G. Rogers Transfers 6,866 Shares
What Happened
Douglas G. Rogers, a director of Atlas Energy Solutions Inc. (AESI), had 6,866 shares of common stock issued to him upon the vesting of restricted stock units (RSUs). Those shares were transferred to The Sealy & Smith Foundation on March 20, 2025 for no consideration (reported price $0.00, proceeds $0). The RSUs were awarded March 13, 2024 and vested March 13, 2025 under AESI’s 2023 Long Term Incentive Plan.
Key Details
- Transaction date: March 20, 2025; transaction type: transfer on vesting (reported as disposition), price $0.00, total proceeds $0.
- Shares involved: 6,866 shares transferred upon vesting of RSUs.
- Shares owned after transaction: Reporting person disclaims beneficial ownership of transferred shares; the amended filing also discloses beneficial ownership of 12,536 shares underlying RSUs granted March 13, 2025 (these are reported as underlying RSUs, not vested shares).
- Notable footnotes: Transfer required by an Outside Compensation Agreement (dated Nov. 15, 2023) that mandates all director compensation from AESI be transferred to the Foundation; transfers are for no consideration.
- Filing status: This is an amended Form 4 filed March 6, 2026 correcting prior reporting (an earlier Form 4 filed May 16, 2025 inadvertently failed to report certain beneficial ownership). The amendment and timing indicate a late correction to earlier disclosures.
- Remark: Reporting person listed as member of a 10% owner group and disclaims beneficial ownership except to the extent of any pecuniary interest.
Context
This was not an open‑market sale — the shares were vested RSUs transferred to a charitable foundation under a pre‑existing outside compensation agreement, so no cash changed hands. Such transfers reflect compliance with compensation arrangements rather than a trading signal about the insider’s view of the company. The amended filing primarily updates and corrects prior disclosure about RSU-related beneficial ownership.
Insider Transaction Report
- Other
Common Stock
[F1][F2]2025-03-20−6,866→ 3,000 total
- 12,536
Restricted Stock Units
[F3][F4]→ Common Stock (0 underlying)
Footnotes (4)
- [F1]Consists of shares of common stock, par value $0.01 per share ("Common Stock"), of the registrant, Atlas Energy Solutions Inc. ("Atlas"), issued upon the vesting of 6,866 Restricted Stock Units ("RSUs") awarded to the Reporting Person on March 13, 2024 pursuant to the Atlas Energy Solutions Inc. 2023 Long Term Incentive Plan (the "Plan"). The Reporting Person is a director of Atlas, and serves as Executive Director of The Sealy & Smith Foundation, a charitable foundation (the "Foundation"). The Foundation and the Reporting Person have entered into an Outside Compensation Agreement dated as of November 15, 2023 (the "Agreement"), which requires that all compensation received by the Reporting Person from Atlas in connection with the Reporting Person's service as a director of Atlas be transferred to the Foundation.
- [F2]Under the Agreement, equity awards granted to the Reporting Person subject to vesting conditions are required to be transferred, for no consideration, to the Foundation upon vesting and are held by the Reporting Person for the benefit of the Foundation until the transfer to the Foundation is complete. The award of 6,866 RSUs granted to the Reporting Person on March 13, 2024 vested in full on March 13, 2025 and the shares were transferred to the Foundation in accordance with the Agreement on March 20, 2025.
- [F3]On May 16 2025, the Reporting Person filed a Form 4, which inadvertently failed to report the Reporting Person's beneficial ownership of the 12,536 shares of Common Stock underlying the RSUs awarded to the Reporting Person on March 13, 2025. This amended Form 4 is being filed for the purpose of disclosing such information.
- [F4]The Reporting Person disclaims beneficial ownership of the shares of Common Stock underlying the RSUs except to the extent of his pecuniary interest therein, if any. Pursuant to the Agreement, upon the vesting of such RSUs, the Reporting Person will be required to transfer the underlying shares of Common Stock to the Foundation for no consideration.