Arq (ARQ) CTO Joseph Wong settles PSUs with stock and tax withholding

Rhea-AI Filing Summary

Arq, Inc. Chief Technology Officer Joseph M. Wong reported the vesting and settlement of performance share units and related tax withholding in common stock. On February 27, 2026, he exercised 30,225 performance share units, with the Compensation Committee determining that 40,286 PSUs vested based on performance over the three-year period ended December 31, 2025. Each vested PSU converted into one share of Arq common stock at no exercise price. To cover tax withholding from this vesting, 17,338 shares of common stock were withheld at $3.51 per share. Following these transactions, Wong’s directly held common stock position reported in the filing was 390,686 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

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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^*

Wong Joseph M

(Last) (First) (Middle)

8051 E MAPLEWOOD AVE, STE 210

C/O ARQ, INC.

(Street)

GREENWOOD VILLAGE CO 80111

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Arq, Inc. [ ARQ ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Technology Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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
Common Stock	02/27/2026		M		40,286	A	(1)	408,024	D
Common Stock	02/27/2026		F		17,338(2)	D	$3.51	390,686	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
Performance Share Units	(1)	02/27/2026		M			30,225	(1)	03/10/2026	Common Stock	60,450(3)	$0	0	D

Explanation of Responses:

1. On February 27, 2026, the Compensation Committee of the Board of Directors of the Issuer determined that of the 30,225 performance share units ("PSUs") awarded to the reporting person on March 23, 2023 pursuant to the 2023 Long Term Incentive Plan under the Issuer's 2022 Omnibus Equity Incentive Plan, 40,286 PSUs vested based on the achievement of specific performance criteria over a three year performance period ended December 31, 2025. Each vested PSU represented the right to receive one share of the Issuer's common stock.

2. Reflects the withholding of shares of the Issuer's common stock to satisfy tax withholding obligations in connection with the vesting of PSUs on February 27, 2026.

3. Represents the maximum number of PSUs that were eligible to vest, which was 200% of the target award.

Remarks:

	/s/ Joseph M Wong	03/03/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Arq (ARQ) CTO Joseph M. Wong report?

Arq CTO Joseph M. Wong reported the vesting and settlement of performance share units into common stock, along with share withholding for taxes. These transactions reflect equity compensation mechanics rather than an open-market purchase or sale of Arq shares.

How many Arq (ARQ) performance share units vested for CTO Joseph Wong?

The Compensation Committee determined that 40,286 performance share units vested for Arq CTO Joseph Wong, based on specific performance criteria over a three-year period ending December 31, 2025. Each vested unit entitled him to receive one share of Arq common stock.

How many Arq (ARQ) shares were withheld to cover Joseph Wong’s taxes?

A total of 17,338 Arq common shares were withheld to satisfy tax obligations tied to Joseph Wong’s PSU vesting. The withholding price used was $3.51 per share, representing a tax-withholding disposition rather than an open-market share sale.

What is Joseph Wong’s Arq (ARQ) common stock holding after these transactions?

After the PSU vesting, conversion, and tax-share withholding, Joseph Wong’s directly held Arq common stock position reported in the filing was 390,686 shares. This figure reflects his updated direct ownership following the February 27, 2026 equity award activity.

Were Joseph Wong’s Arq (ARQ) transactions open-market buys or sells?

No, Joseph Wong’s reported transactions were not open-market buys or sells. They involved the exercise and conversion of performance share units into common stock, plus share withholding to cover tax liabilities associated with that vesting event.