AMRC CFO executes option exercises and sells 15,600 shares

Rhea-AI Filing Summary

Ameresco, Inc. (AMRC) reporting person Mark Chiplock, EVP, CFO & CAO, executed a series of transactions under a Rule 10b5-1 trading plan adopted on 06/05/2025. On 10/06/2025, 10/07/2025, and 10/08/2025 he exercised portions of stock options with a $13.37 exercise price and sold the resulting shares in multiple market transactions. The filings show 15,600 shares sold in total (5,900 + 5,900 + 3,800) at weighted average sale prices of about $39.51 and $39.75 across the trade dates, while the options exercised were originally granted with an exercise price of $13.37.

Following these transactions the reporting person’s beneficial ownership in Class A common stock is reported at 1,189 shares held directly; derivative holdings indicate remaining option-related rights equal to 19,798 underlying shares after the reported exercises and sales. The Form 4 includes footnotes disclosing sale price ranges and the 10b5-1 plan used for the sales.

Positive

• Sales executed under a Rule 10b5-1 plan, indicating preplanned transactions intended to provide an affirmative defense
• Exercise price was $13.37, materially lower than the reported weighted sale prices near $39.5, demonstrating option exercise then sale execution

Negative

• Total disposition of 15,600 Class A shares reduces the reporting person’s direct holdings to 1,189 shares
• Significant open-market sales in a short window (three days) could be viewed as a supply event for market liquidity analysis

Insights

Corporate Governance Expert

Insider followed a pre-established 10b5-1 plan to sell option-funded shares.

The reporting person adopted a Rule 10b5-1 trading plan on 06/05/2025 and executed scheduled option exercises and market sales on 10/06/2025 through 10/08/2025. The pattern shows option exercises at an exercise price of $13.37 followed by contemporaneous open-market sales at weighted average prices near $39.5.

This structure is typical for executives monetizing vested equity while using an affirmative defense to avoid timing claims. Items to watch include any future Form 4s that modify or terminate the 10b5-1 plan and updates to remaining option balances or direct holdings within the next reporting period.

Equity Markets Analyst

Material share disposition of 15,600 shares occurred via multiple transactions.

The reported sales total 15,600 Class A shares sold in tranches tied to option exercises, with weighted average sale prices reported in ranges between $39.45–$39.82 across the dates. The filings explicitly provide the number of shares sold and the price ranges for the trades.

For market impact, investors may note the timing and size relative to average daily volume (not disclosed here). Monitor upcoming filings for additional insider sales or changes in direct beneficial ownership reported as 1,189 Class A shares and derivative holdings equating to 19,798 underlying shares.

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).

X

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^*

Chiplock Mark

(Last) (First) (Middle)

C/O AMERESCO, INC.

111 SPEEN STREET, SUITE 410

(Street)

FRAMINGHAM MA 01701

(City) (State) (Zip)

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

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CFO & CAO

3. Date of Earliest Transaction (Month/Day/Year)
10/06/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	10/06/2025		M		5,900	A	$13.37	7,089	D
Class A Common Stock	10/06/2025		S(1)		5,900	D	$38.92	1,189	D
Class A Common Stock	10/07/2025		M		5,900	A	$13.37	7,089	D
Class A Common Stock	10/07/2025		S(1)		5,900	D	$39.51(2)	1,189	D
Class A Common Stock	10/08/2025		M		3,800	A	$13.37	4,989	D
Class A Common Stock	10/08/2025		S(1)		3,800	D	$39.75(3)	1,189	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
Stock Option (right to puchase)	$13.37	10/06/2025		M			5,900	03/04/2022(4)	08/06/2029	Class A Common Stock	5,900	$0	29,498	D
Stock Option (right to puchase)	$13.37	10/07/2025		M			5,900	03/04/2022(4)	08/06/2029	Class A Common Stock	5,900	$0	23,598	D
Stock Option (right to puchase)	$13.37	10/08/2025		M			3,800	03/04/2022(4)	08/06/2029	Class A Common Stock	3,800	$0	19,798	D

Explanation of Responses:

1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 5, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.45 to $39.59, inclusive. The reporting person undertakes to provide to Ameresco, Inc., any security holder of Ameresco, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote 2 to this Form 4.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.72 to $39.82, inclusive.

4. On August 6, 2019, the reporting person was granted an option to purchase 40,000 shares of Class A common stock. The option vested based on continued service to Ameresco, Inc. and performance relative to goals established for the three-year performance period from January 1, 2019 to December 31, 2021. Based on the level of achievement of these goals, as determined by Ameresco, Inc.'s Board of Directors, this option vested as to 36,000 shares.

Remarks:

	/s/ David J. Corrsin, attorney-in-fact	10/08/2025
	** 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.

FAQ

What did Ameresco (AMRC) insider Mark Chiplock do on these Form 4 filings?

The filing shows Mark Chiplock exercised stock options at an exercise price of $13.37 and sold the resulting shares under a Rule 10b5-1 plan on 10/06/2025, 10/07/2025, and 10/08/2025.

How many Ameresco (AMRC) shares were sold by the reporting person?

The reporting person sold a total of 15,600 Class A shares (5,900 + 5,900 + 3,800) across the reported trade dates.

At what prices were the Ameresco (AMRC) shares sold?

The Form 4 reports weighted average sale prices with ranges provided in footnotes: sales ranged approximately from $39.45 to $39.82 across the transactions; specific weighted averages reported near $39.51 and $39.75.

What is the reporting person’s remaining beneficial ownership after these transactions?

The Form 4 reports 1,189 Class A shares held directly and derivative-related rights underlying 19,798 shares following the reported transactions.

Were these sales discretionary or preplanned?

The sales were effected pursuant to a Rule 10b5-1 trading plan adopted on 06/05/2025, which the filing cites as the basis for the transactions.