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AirJoule (AIRJ) director reports 28,037 RSUs exercised and 30,227 new units granted

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

AirJoule Technologies Corp. director and 10% owner Porter Stuart D reported compensation-related equity activity. On May 28, 2026, he exercised 28,037 Restricted Stock Units into the same number of Class A Common shares at $0.00 per share, bringing his direct holding to 804,916 Class A shares.

He also received a new grant of 30,227 Restricted Stock Units, which vest on the earlier of May 28, 2027 and the next annual shareholders' meeting. Separately, entities associated with him, including Three Curve Capital LP, held 18,755,774 Class A shares indirectly as of that date, with beneficial ownership disclaimed except for any pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Porter Stuart D
Role null
Type Security Shares Price Value
Exercise Restricted Stock Units 28,037 $0.00 --
Grant/Award Restricted Stock Units 30,227 $0.00 --
Exercise Class A Common Stock 28,037 $0.00 --
holding Class A Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Class A Common Stock — 804,916 shares (Direct, null); Class A Common Stock — 18,755,774 shares (Indirect, By: Three Curve Capital LP)
Footnotes (1)
  1. The reporting person is the sole shareholder of Three Curve Holding Corporation, which is the general partner of Three Curve Capital LP. As such, each of the foregoing entities and the reporting person may be deemed to share beneficial ownership of the securities held of record by Three Curve Capital LP. Each disclaims any such beneficial ownership, except to the extent, if any, of their pecuniary interest therein. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. The restricted stock units vested on May 28, 2026. The restricted stock units vest on the earlier of May 28, 2027 and the date of the next annual shareholders' meeting of the Issuer.
RSUs exercised 28,037 units / shares Restricted Stock Units converted to Class A Common Stock on May 28, 2026
Exercise price $0.00 per share Price for 28,037 Class A shares received from RSU exercise
Direct Class A shares after 804,916 shares Direct holdings of Class A Common Stock following transactions
New RSU grant 30,227 Restricted Stock Units New RSUs awarded May 28, 2026, vest by May 28, 2027 or next annual meeting
Indirect Class A holdings 18,755,774 shares Shares held of record by Three Curve Capital LP and related entities
Derivative exercises count 1 transaction, 28,037 shares Exercise of derivative security as summarized in Form 4 transaction data
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
beneficial ownership financial
"may be deemed to share beneficial ownership of the securities held of record by Three Curve Capital LP."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"Each disclaims any such beneficial ownership, except to the extent, if any, of their pecuniary interest therein."
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SEC Form 4
FORM 4UNITED 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
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Porter Stuart D

(Last)(First)(Middle)
C/O AIRJOULE TECHNOLOGIES CORPORATION
34361 INNOVATION DRIVE

(Street)
RONAN MONTANA 59864

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
AirJoule Technologies Corp. [ AIRJ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/28/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)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)
CodeVAmount(A) or (D)Price
Class A Common Stock05/28/2026M28,037A$0804,916D
Class A Common Stock18,755,774IBy: Three Curve Capital LP(1)
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 (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)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 (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(2)05/28/2026M28,037 (3) (3)Class A Common Stock28,037$00D
Restricted Stock Units(2)05/28/2026A30,227 (4) (4)Class A Common Stock30,227$030,227D
Explanation of Responses:
1. The reporting person is the sole shareholder of Three Curve Holding Corporation, which is the general partner of Three Curve Capital LP. As such, each of the foregoing entities and the reporting person may be deemed to share beneficial ownership of the securities held of record by Three Curve Capital LP. Each disclaims any such beneficial ownership, except to the extent, if any, of their pecuniary interest therein.
2. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
3. The restricted stock units vested on May 28, 2026.
4. The restricted stock units vest on the earlier of May 28, 2027 and the date of the next annual shareholders' meeting of the Issuer.
/s/ Chad W. MacDonald, Attorney-in-fact06/01/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Porter Stuart D report for AirJoule Technologies (AIRJ)?

Porter Stuart D reported exercising 28,037 Restricted Stock Units into Class A Common Stock at $0.00 per share and receiving a new grant of 30,227 Restricted Stock Units. These entries reflect equity compensation events rather than open-market buying or selling activity.

How many AirJoule Technologies (AIRJ) shares does Porter Stuart D hold directly after this Form 4?

After these transactions, Porter Stuart D directly holds 804,916 shares of AirJoule Technologies Class A Common Stock. This reflects the addition of 28,037 shares acquired through the exercise of vested Restricted Stock Units at a price of $0.00 per share on May 28, 2026.

What new Restricted Stock Unit grant did Porter Stuart D receive from AirJoule Technologies (AIRJ)?

Porter Stuart D received a grant of 30,227 Restricted Stock Units, each representing a contingent right to one share of AirJoule Technologies Class A Common Stock. These units vest on the earlier of May 28, 2027 and the date of the company’s next annual shareholders’ meeting.

When did the previously granted Restricted Stock Units vest for AirJoule Technologies (AIRJ)?

Previously granted Restricted Stock Units vested on May 28, 2026, and 28,037 of those units were converted into the same number of Class A Common shares at a price of $0.00 per share. This vesting and exercise increased Porter Stuart D’s direct share ownership position.

What indirect holdings in AirJoule Technologies (AIRJ) are associated with Three Curve Capital LP?

Entities associated with Porter Stuart D, including Three Curve Capital LP, held 18,755,774 shares of AirJoule Technologies Class A Common Stock indirectly as of May 28, 2026. The filing states that each related entity and the reporting person disclaim beneficial ownership except to the extent of any pecuniary interest.

Do the AirJoule Technologies (AIRJ) insider transactions involve open-market buying or selling?

The reported transactions involve an option-style exercise of 28,037 Restricted Stock Units at $0.00 per share and a grant of 30,227 new Restricted Stock Units. The Form 4 shows no open-market purchases or sales; activities are compensation-related equity awards and conversions.