Maurer Jonathan Gilbert 4

What Happened

• Jonathan Gilbert Maurer, CEO of OPAL Fuels Inc. (OPAL), had multiple equity events on March 31, 2026: the settlement/conversion of previously granted restricted stock units (RSUs/PRSUs) that produced 289,458 shares, of which the company withheld 104,349 shares to cover tax withholding (value $262,960 at $2.52/share). After withholding, Maurer received a net ~185,109 shares.
• On the same date he was granted new equity awards: 405,729 RSUs (vest in three equal installments beginning March 31, 2027) and 226,640 stock options with an exercise price of $2.52 per share (also vesting in three equal installments beginning March 31, 2027). Several footnotes describe standard acceleration provisions on death, disability, termination without cause, or change in control.

Key Details

• Transaction date: March 31, 2026; Form 4 filed April 2, 2026 (timely).
• Vested/converted shares issued: 289,458 total.
• Shares withheld for taxes (company-held): 104,349 shares valued at $2.52/share = $262,960.
• Net new shares delivered to Maurer: ~185,109 shares.
• New awards: 405,729 RSUs (F7) and 226,640 options at $2.52 exercise price (F9); both have multi-year vesting schedules (2027–2029).
• Notable footnotes: F1/F2 = RSU settlement and tax withholding; F7–F9 = terms and vesting schedule of new RSUs/options; F10–F12 = acceleration provisions on certain terminations or death.
• Shares owned after transaction: not specified in the provided excerpt of the filing.

Context

• These transactions are primarily the scheduled settlement of vested RSUs/PRSUs (not open-market sales). The company withheld shares to satisfy tax obligations (code F = tax withholding), which is routine and not the same as an insider selling shares on the market.
• The grants (A) and option awards (M/F9) are new compensatory awards that vest over the next three years; the option exercise price equals the VWAP for the five trading days before March 31, 2026 ($2.52).