AirJoule Technologies (AIRJ) director gains shares and new RSU grant

Rhea-AI Filing Summary

AirJoule Technologies Corp. director Sterling Denise Marie Brucia increased her equity stake through stock-based compensation. On May 28, 2026, 25,487 restricted stock units vested and were exercised into 25,487 shares of Class A common stock, which she now holds directly.

On the same date, she received a new grant of 30,227 restricted stock units, each representing the right to receive one share of common stock. These new units vest on the earlier of May 28, 2027 and the date of the company’s next annual shareholders’ meeting.

Insider Trade Summary

25,487 shares exercised/converted

Mixed 3 txns

Insider Sterling Denise Marie Brucia

Role null

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	25,487	$0.00	--
Grant/Award	Restricted Stock Units	30,227	$0.00	--
Exercise	Class A Common Stock	25,487	$0.00	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Class A Common Stock — 25,487 shares (Direct, null)

Footnotes (1)

1. 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.

Key Figures

Shares acquired via RSU vesting: 25,487 shares New RSU grant size: 30,227 units Post-transaction common shares held: 25,487 shares +3 more

6 metrics

Shares acquired via RSU vesting 25,487 shares Class A Common Stock acquired on May 28, 2026

New RSU grant size 30,227 units Restricted stock units granted on May 28, 2026

Post-transaction common shares held 25,487 shares Direct ownership following RSU exercise

Underlying shares for new RSUs 30,227 shares Each RSU represents one Class A common share

Vesting date of exercised RSUs May 28, 2026 Previously granted RSUs that converted to shares

Vesting schedule for new RSUs Earlier of May 28, 2027 or next annual meeting Condition for 30,227-unit RSU grant vesting

Key Terms

Restricted Stock Units, Class A Common Stock, Exercise or conversion of derivative security, Grant, award, or other acquisition

4 terms

Restricted Stock Units financial

"The restricted stock units vested on May 28, 2026."

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.

Class A Common Stock financial

"Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock."

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

Exercise or conversion of derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security""

Grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

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
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^*

Sterling Denise Marie Brucia

(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)

X	Director		10% 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)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/28/2026		M		25,487	A	$0	25,487	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 (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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	05/28/2026		M			25,487	(2)	(2)	Class A Common Stock	25,487	$0	0	D
Restricted Stock Units	(1)	05/28/2026		A		30,227		(3)	(3)	Class A Common Stock	30,227	$0	30,227	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.

2. The restricted stock units vested on May 28, 2026.

3. 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-fact	06/01/2026
	** Signature of Reporting Person	Date
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 did AirJoule (AIRJ) director Sterling Denise Marie Brucia report in this Form 4?

She reported stock-based compensation activity, including vested restricted stock units converting into Class A common shares and a new restricted stock unit grant. No open-market stock purchases or sales were disclosed in this filing.

How many AirJoule (AIRJ) shares did the director acquire through vested RSUs?

She acquired 25,487 shares of Class A common stock when 25,487 restricted stock units vested and were exercised. These newly issued shares are now held directly, reflecting equity compensation rather than an open-market transaction.

What new restricted stock unit grant did the AirJoule (AIRJ) director receive?

She received a grant of 30,227 restricted stock units, each representing a contingent right to one share of Class A common stock. This grant increases her potential future ownership, subject to the vesting conditions described.

When do the newly granted AirJoule (AIRJ) restricted stock units vest?

The newly granted restricted stock units vest on the earlier of May 28, 2027 and the date of AirJoule Technologies Corp.’s next annual shareholders’ meeting, according to the vesting schedule disclosed in the Form 4 footnotes.

Did the AirJoule (AIRJ) director sell any shares in this Form 4 transaction?

No share sales were reported. The filing shows only the exercise of previously awarded restricted stock units into common shares and the grant of new restricted stock units, with no open-market dispositions disclosed.

How many restricted stock units remained outstanding for the AirJoule (AIRJ) director after these transactions?

After the vesting and exercise of 25,487 restricted stock units, 30,227 restricted stock units remained outstanding from the new grant. These units provide a contingent right to receive an equal number of Class A common shares if vesting conditions are met.