Atlas Energy Solutions Inc.·4

Mar 24, 5:01 PM ET

Rogers Douglas G 4

4 · Atlas Energy Solutions Inc. · Filed Mar 24, 2026

Research Summary

AI-generated summary of this filing

Updated

Atlas Energy (AESI) Director Douglas G. Rogers Transfers 12,536 Shares

What Happened
Douglas G. Rogers, a director of Atlas Energy Solutions Inc. (AESI), had 12,536 restricted stock units (RSUs) vest on March 13, 2026 and those RSUs converted into 12,536 shares of common stock at $0.00 per share (total value reported $0). Per an outside compensation agreement, the newly issued shares were transferred to The Sealy & Smith Foundation (a charitable foundation) for no consideration; the filing shows the conversion/derivative settlement and the subsequent transfer/disposition.

Key Details

  • Transaction dates: RSU vesting/conversion reported March 13, 2026; reported disposition/transfer to the Foundation on March 18, 2026. Form 4 was filed March 24, 2026 (11 days after the vesting date).
  • Price and value: 12,536 shares @ $0.00 per share — reported monetary value $0.
  • Shares owned after transaction: The reporting person disclaims beneficial ownership of these shares; they are to be transferred to the Foundation under the Outside Compensation Agreement.
  • Relevant footnotes: RSUs were granted March 13, 2025 and vested in full on the first anniversary (12,536 RSUs = 12,536 shares). The Outside Compensation Agreement requires director compensation from Atlas to be transferred to the Foundation; equity awards are transferred for no consideration upon vesting.
  • Filing timeliness: The Form 4 was filed 11 days after the March 13 vesting/conversion (outside the typical 2-business-day reporting window), i.e., the filing appears late.

Context

  • RSUs are a derivative award that convert into shares on vesting (each RSU = one share); this was not a market purchase or sale for cash but an administrative conversion and a no-consideration transfer to a charity.
  • Transfers to a charitable foundation under an outside-compensation agreement are routine for directors with such arrangements and do not necessarily indicate personal buying or selling intent.

Insider Transaction Report

Form 4
Period: 2026-03-13
Transactions
  • Exercise/Conversion

    Common Stock

    [F1][F2][F3]
    2026-03-13+12,53622,736 total
  • Other

    Common Stock

    [F1][F2]
    2026-03-1812,53610,000 total
  • Exercise/Conversion

    Restricted Stock Units

    [F4][F5][F6]
    2026-03-1312,53622,200 total
    Common Stock (12,536 underlying)
Footnotes (6)
  • [F1]Consists of shares of common stock, par value $0.01 per share ("Common Stock"), of Atlas Energy Solutions Inc. ("Atlas") issued upon the vesting of 12,536 Restricted Stock Units ("RSUs") awarded to the Reporting Person on March 13, 2025 pursuant to the Atlas Energy Solutions Inc. 2023 Long Term Incentive Plan (the "Plan").
  • [F2]The Reporting Person 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. 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.
  • [F3]Includes 12,536 shares of Common Stock that are required to be transferred to the Foundation in accordance with the terms of the Agreement.
  • [F4]Each RSU represents the contingent right to receive one share of Common Stock.
  • [F5]On March 13, 2025, the Reporting Person was granted an award of 12,536 RSUs, vesting in full on the first anniversary of the grant date, subject to continued service through the vesting date, and unless accelerated vesting of a particular award is authorized by the Committee (as defined in the Plan) .
  • [F6]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.
Signature
/s/ Douglas G. Rogers, by Dathan C. Voelter, as Attorney-in-Fact|2026-03-24

Documents

1 file
  • 4
    ownership.xmlPrimary

    4