Sec Form 4 Filing - Unger David C @ OPAL Fuels Inc. - 2025-03-31

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Unger David C
2. Issuer Name and Ticker or Trading Symbol
OPAL Fuels Inc. [ OPAL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Executive Vice President
(Last) (First) (Middle)
ONE NORTH LEXINGTON AVE, 14TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
03/31/2025
(Street)
WHITE PLAINS, NY10601
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A common stock 03/31/2025 M 80,704 A 138,026 D
Class A common stock 03/31/2025 F( 2 ) 29,093 D $ 1.84 108,933 D
Class A common stock 03/31/2025 M 23,522 A 132,455 D
Class A common stock 03/31/2025 F( 2 ) 8,479 D $ 1.84 123,976 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units ( 1 ) 03/31/2025 M 80,704 ( 3 ) ( 3 ) Class A common stock 35,868 $ 0 80,703 D
Restricted Stock Units ( 1 ) 03/31/2025 M 23,522 ( 4 ) ( 4 ) Class A common stock 67,205 $ 0 47,043 D
Restricted Stock Units ( 5 ) 03/31/2025 A 171,300 ( 5 ) ( 5 ) Class A common stock 171,300 $ 0 171,300 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Unger David C
ONE NORTH LEXINGTON AVE, 14TH FLOOR
WHITE PLAINS, NY10601
Executive Vice President
Signatures
/s/ John Coghlin as Attorney-in-Fact 04/02/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each restricted stock unit represents the right to receive, at settlement, one share of Class A common stock. This transaction represents the settlement of restricted stock units in shares of Class A common stock on their scheduled vesting date.
( 2 )Represents the shares held by the Company to satisfy tax withholding requirements on vesting of restricted stock units. The total value of securities withheld was based on a price of $1.84 per share, the closing price of Class A common stock on March 31, 2025.
( 3 )On March 31, 2023, the Reporting Person was granted 242,110 restricted stock units ("RSUs") pursuant to the terms of the Issuer's 2022 Omnibus Equity Incentive Plan (the "Plan"). A total of 80,704 RSUs vested on March 31, 2024, a total of 80,703 RSUs vested on March 31, 2025, and a total of 80,703 RSUs are scheduled to vest on March 31, 2026, provided that the Reporting Person continues to provide services to the Issuer through the applicable vesting date. Each restricted stock unit represents the right to receive, at settlement, one share of Class A common stock.
( 4 )On March 31, 2024, the Reporting Person was granted 70,565 RSUs pursuant to the Plan. A total of 23,522 RSUs vested on March 31, 2025, a total of 23,522 RSUs are scheduled to vest on March 31, 2026, and a total of 23,521 RSUs are scheduled to vest on March 31, 2027, provided that the Reporting Person continues to provide services to the Issuer through the applicable vesting date. Each restricted stock unit represents the right to receive, at settlement, one share of Class A common stock.
( 5 )On March 31, 2025, the Reporting Person was granted 171,300 RSUs pursuant to the Plan. A total of 57,100 RSUs are scheduled to vest on March 31, 2026, a total of 57,100 RSUs are scheduled to vest on March 31, 2027, and a total of 57,100 RSUs are scheduled to vest on March 31, 2028, provided that the Reporting Person continues to provide services to the Issuer through the applicable vesting date. Each restricted stock unit represents the right to receive, at settlement, one share of Class A common stock.

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