0001932698-23-000002.txt : 20230404 0001932698-23-000002.hdr.sgml : 20230404 20230404164243 ACCESSION NUMBER: 0001932698-23-000002 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230331 FILED AS OF DATE: 20230404 DATE AS OF CHANGE: 20230404 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Unger David C CENTRAL INDEX KEY: 0001932698 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40272 FILM NUMBER: 23798559 MAIL ADDRESS: STREET 1: ONE NORTH LEXINGTON AVENUE, 14TH FLOOR CITY: WHITE PLAINS STATE: NY ZIP: 10601 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: OPAL Fuels Inc. CENTRAL INDEX KEY: 0001842279 STANDARD INDUSTRIAL CLASSIFICATION: GAS & OTHER SERVICES COMBINED [4932] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 200 CLARENDON STREET, 55TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-531-6300 MAIL ADDRESS: STREET 1: 200 CLARENDON STREET, 55TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 FORMER COMPANY: FORMER CONFORMED NAME: ArcLight Clean Transition Corp. II DATE OF NAME CHANGE: 20210125 4 1 wf-form4_168064094272282.xml FORM 4 X0407 4 2023-03-31 0 0001842279 OPAL Fuels Inc. OPAL 0001932698 Unger David C ONE NORTH LEXINGTON AVE, 14TH FLOOR WHITE PLAINS NY 10601 0 1 0 0 Executive Vice President 0 Stock options (right to buy) 6.97 2023-03-31 4 A 0 14259 0 A 2033-03-31 Class A common stock 14259.0 14259 D Restricted Stock Units 2023-03-31 4 A 0 242110 0 A Class A common stock 242110.0 252110 D Granted pursuant to the Issuer's 2022 Omnibus Equity Incentive Plan (the "Plan"). The Reporting Person was granted an option to purchase shares of the Issuer's Class A common stock (the "Option") at an exercise price of $6.97 per share, which was the closing price per share of the Issuer's Class A common stock on March 31, 2023, as quoted on the Nasdaq Stock Market. The Option vests in three (3) equal installments on each of the following dates: (i) March 31, 2024, (ii) March 31, 2025, and (iii) March 31, 2026, provided, that the Reporting Person continues to provide services to the Issuer through the applicable vesting date. In the event that the Reporting Person's employment is terminated by reason of the Reporting Person's disability or termination without cause, the Options shall vest with respect to the number of shares of Class A common stock that would have vested upon the next vesting date following such termination, had the Reporting Person remained an employee. Notwithstanding the foregoing, upon the occurrence of a termination of employment by reason of the Reporting Person's (i) termination without cause; or (ii) resignation for good reason, in connection with or within the 24 months following the consummation of a Change in Control (as defined in the Plan and the relevant award agreement), any unvested portion of the Option shall accelerate and vest in full. Upon the occurrence of a termination by reason of the Reporting Person's death, any unvested portion of the Option shall accelerate and vest in full. Each restricted stock unit represents the contingent right to receive, at settlement, one share of the Issuer's Class A common stock. The restricted stock units vest in three equal installments on March 31, 2024, March 31, 2025 and March 31, 2026, provided that the Reporting Person continues to provide services to the Issuer through the applicable vesting date. In the event that the Reporting Persons employment is terminated by reason of the Reporting Person's disability or termination without cause, the restricted stock units (the RSUs) shall vest with respect to the number of RSUs that would have vested upon the next vesting date following such termination had the Reporting Person remained an employee. Notwithstanding the foregoing, upon the occurrence of a termination of employment by reason of the Reporting Persons (i) termination without cause; or (ii) resignation for good reason, in connection with or within the 24 months following the consummation of a Change in Control (as defined in the Plan and the relevant award agreement), any unvested portion of the RSUs shall accelerate and vest in full. Upon the occurrence of a termination by reason of the Reporting Persons death, any unvested portion of the RSUs shall accelerate and vest in full. /s/ John Coghlin as Attorney-in-Fact 2023-04-04