Ameresco director exercises RSUs, gets stock grant

Ameresco, Inc. director Claire D'Oyly-Hughes Johnson reported routine equity compensation activity and an update to indirect holdings.

Rhea-AI Filing Summary

Ameresco, Inc. director Claire D'Oyly-Hughes Johnson reported routine equity compensation activity and an update to indirect holdings. She exercised 10,435 Restricted Stock Units (RSUs) into the same number of Class A Common shares at a stated price of $0.00 per share, increasing her direct common stock holdings to 20,546 shares after the transaction.

She also received an annual grant of 4,812 RSUs under Ameresco’s non-employee director compensation plan. Each RSU represents a contingent right to receive one share of Class A Common Stock and is scheduled to vest in full on the first anniversary of the grant date, assuming continued service through that date. Separately, an indirect trust position reflects 1,800 Class A Common shares held on an indirect basis.

Insider Trade Summary

10,435 shares exercised/converted

Exercise 4 txns

Insider Johnson Claire D'Oyly-Hughes

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Unit	4,812	$0.00	$0.00
Exercise	Restricted Stock Unit	10,435	$0.00	$0.00
Exercise	Class A Common Stock	10,435	$0.00	$0.00
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Unit — 4,812 contracts (Direct); Class A Common Stock — 20,546 shares (Direct); Class A Common Stock — 1,800 shares (Indirect, By trust)

Footnotes (3)

1. F1. Annual grant pursuant to Ameresco, Inc.'s non-employee director compensaiton plan.
2. F2. Each RSU represents a contingent right to receive one share of Ameresco, Inc. Class A Common Stock ("Common Stock").
3. F3. The RSUs vest in full on the first anniversary of the grant date, assuming continues service through the vesting date.

Key Figures

RSUs exercised: 10,435 shares Direct common shares after exercise: 20,546 shares New RSU grant: 4,812 RSUs +3 more

6 metrics

RSUs exercised 10,435 shares Restricted Stock Units converted to Class A Common Stock on 2026-06-04

Direct common shares after exercise 20,546 shares Class A Common Stock held directly following transactions

New RSU grant 4,812 RSUs Annual grant under non-employee director compensation plan

Indirect trust holdings 1,800 shares Class A Common Stock held indirectly by trust

RSU conversion price $0.00 per share Stated transaction and conversion price for RSU exercise

RSU vesting schedule 1-year cliff New RSUs vest in full on first anniversary of grant date

Key Terms

Restricted Stock Unit, non-employee director compensaiton plan, vest in full, contingent right

4 terms

Restricted Stock Unit financial

"Each RSU represents a contingent right to receive one share of Ameresco, Inc. Class A Common Stock"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

non-employee director compensaiton plan financial

"Annual grant pursuant to Ameresco, Inc.'s non-employee director compensaiton plan."

vest in full financial

"The RSUs vest in full on the first anniversary of the grant date"

contingent right financial

"Each RSU represents a contingent right to receive one share of Ameresco, Inc. Class A Common Stock"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Ameresco (AMRC) director Claire D'Oyly-Hughes Johnson report in this Form 4?

She reported routine equity compensation activity, including exercising 10,435 Restricted Stock Units into Class A Common Stock and receiving a new grant of 4,812 RSUs, plus an update to 1,800 shares held indirectly by a trust.

How many Ameresco (AMRC) shares does the director hold directly after these transactions?

After exercising 10,435 RSUs, the director directly holds 20,546 shares of Ameresco Class A Common Stock. This figure reflects her direct ownership position as of the reported transaction date in the Form 4 filing.

What are the terms of the new 4,812 RSU grant reported for Ameresco (AMRC)?

The director received 4,812 Restricted Stock Units as an annual grant under Ameresco’s non-employee director compensation plan. Each RSU equals one Class A share and vests in full on the first anniversary of the grant date, assuming continued service.

What happened to the previously outstanding Ameresco (AMRC) RSUs in this filing?

Previously outstanding RSUs were exercised, converting 10,435 Restricted Stock Units into an equal number of Ameresco Class A Common shares at a stated price of $0.00 per share, leaving no remaining RSUs from that earlier grant outstanding.

Does the Ameresco (AMRC) director hold any shares indirectly through a trust?

Yes. The Form 4 notes 1,800 shares of Ameresco Class A Common Stock held indirectly "By trust." This reflects an indirect ownership position separate from the director’s 20,546 directly held shares after the reported transactions.

Is the Ameresco (AMRC) Form 4 primarily a buy or sell transaction?

The Form 4 reflects acquisitions via equity compensation, not open-market buying or selling. It shows RSUs exercised into 10,435 shares and a new grant of 4,812 RSUs, with no reported open-market sales or purchases in this filing.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/05/2026 - 05:12 PM Learn about SEC filing dates

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^*

Johnson Claire D'Oyly-Hughes

(Last) (First) (Middle)

C/O AMERESCO, INC.

111 SPEEN STREET, STE. 401

(Street)

FRAMINGHAM MASSACHUSETTS 01701

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Ameresco, Inc. [ AMRC ]

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)
06/04/2026

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	06/04/2026		M		10,435	A	$0	20,546	D
Class A Common Stock								1,800	I	By trust

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 Unit(1)	(2)	06/04/2026		A		4,812		06/04/2027(3)	06/04/2027	Class A Common Stock	4,812	$0	4,812	D
Restricted Stock Unit(1)	(2)	06/04/2026		M			10,435	06/04/2026(3)	06/04/2026	Class A Common Stock	10,435	$0	0	D

Explanation of Responses:

1. Annual grant pursuant to Ameresco, Inc.'s non-employee director compensaiton plan.

2. Each RSU represents a contingent right to receive one share of Ameresco, Inc. Class A Common Stock ("Common Stock").

3. The RSUs vest in full on the first anniversary of the grant date, assuming continues service through the vesting date.

Remarks:

	/s/ David J. Corrsin, attorney-in-fact	06/05/2026
	** 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)