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Heritage Group (CLMT) donates 540,000 Calumet shares to family foundation

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

Rhea-AI Filing Summary

Heritage Group, a 10% owner of Calumet, Inc., reported a charitable gift of 540,000 shares of Common Stock. The shares were transferred as a bona fide gift at a reported price of $0.00 per share to The J.E. Fehsenfeld Family Foundation, Inc., a tax-qualified private foundation.

Following the gift, Heritage Group reports direct ownership of 12,440,211 Calumet shares. It also reports indirect beneficial ownership of 1,200,000 shares held by The Heritage Group Investment Company, LLC and 882,974 shares held by Lumet Investments, Inc., while disclaiming beneficial ownership of those indirect holdings except to the extent of any pecuniary interest.

Positive

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Negative

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Insider Heritage Group
Role null
Type Security Shares Price Value
Gift Common Stock 540,000 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 12,440,211 shares (Direct, null); Common Stock — 1,200,000 shares (Indirect, See Footnote)
Footnotes (1)
  1. The reported transaction represents a charitable donation of shares of Common Stock by the Reporting Person to The J.E. Fehsenfeld Family Foundation, Inc., a tax-qualified private foundation. The Reporting Person beneficially owns 1,200,000 shares of Common Stock that are owned directly by The Heritage Group Investment Company, LLC, an Indiana manager-managed limited liability company ("Investment LLC"), for which the Reporting Person serves as the Manager. The Reporting Person disclaims beneficial ownership of the Common Stock directly held by Investment LLC, except to the extent of any pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 or for any other purpose. The reported securities are directly held by Lumet Investments, Inc. (f/k/a Calumet, Incorporated), an Indiana corporation ("Lumet Investments"). The Reporting Person is an indirect shareholder of Lumet Investments through Asphalt Materials, Inc. ("AMI"). The Reporting Person does not control AMI and therefore disclaims beneficial ownership of the Common Stock directly held by Lumet Investments, except to the extent of any pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 or for any other purpose.
Shares gifted 540,000 shares Bona fide gift of Common Stock
Gift price per share $0.00 per share Reported value for charitable donation
Direct holdings after transaction 12,440,211 shares Common Stock held directly after gift
Indirect holdings via Investment LLC 1,200,000 shares Held by The Heritage Group Investment Company, LLC
Indirect holdings via Lumet Investments 882,974 shares Common Stock held by Lumet Investments, Inc.
Gifted shares count 540,000 shares Reported in transaction summary as giftShares
bona fide gift financial
"The transaction code description identifies the transfer as a bona fide gift."
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
charitable donation financial
"The reported transaction represents a charitable donation of shares of Common Stock."
beneficially owns financial
"The Reporting Person beneficially owns 1,200,000 shares of Common Stock that are owned directly by The Heritage Group Investment Company, LLC."
Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.
disclaims beneficial ownership financial
"The Reporting Person disclaims beneficial ownership of the Common Stock directly held by Investment LLC, except to the extent of any pecuniary interest therein."
private foundation financial
"The J.E. Fehsenfeld Family Foundation, Inc., a tax-qualified private foundation."
indirect shareholder financial
"The Reporting Person is an indirect shareholder of Lumet Investments through Asphalt Materials, Inc."
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Form 4 Insider Transactions: What Each Field Means →
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*
Heritage Group
(Last)(First)(Middle)
6640 INTECH BLVD, SUITE 200
(Street)
INDIANAPOLIS INDIANA 46278
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Calumet, Inc. /DE [ CLMT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)XOther (specify below)
13(d) 10% Group Member
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/05/2026		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
Common Stock06/05/2026G540,000D$0(1)12,440,211D
Common Stock1,200,000ISee Footnote(2)
Common Stock882,974ISee Footnote(3)
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
Explanation of Responses:
1. The reported transaction represents a charitable donation of shares of Common Stock by the Reporting Person to The J.E. Fehsenfeld Family Foundation, Inc., a tax-qualified private foundation.
2. The Reporting Person beneficially owns 1,200,000 shares of Common Stock that are owned directly by The Heritage Group Investment Company, LLC, an Indiana manager-managed limited liability company ("Investment LLC"), for which the Reporting Person serves as the Manager. The Reporting Person disclaims beneficial ownership of the Common Stock directly held by Investment LLC, except to the extent of any pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 or for any other purpose.
3. The reported securities are directly held by Lumet Investments, Inc. (f/k/a Calumet, Incorporated), an Indiana corporation ("Lumet Investments"). The Reporting Person is an indirect shareholder of Lumet Investments through Asphalt Materials, Inc. ("AMI"). The Reporting Person does not control AMI and therefore disclaims beneficial ownership of the Common Stock directly held by Lumet Investments, except to the extent of any pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 or for any other purpose.
/s/ Amy Schumacher, CEO06/05/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Heritage Group report for Calumet, Inc. (CLMT)?

Heritage Group reported a bona fide gift of 540,000 shares of Calumet Common Stock. The shares were donated at a reported price of $0.00 per share to a tax-qualified private foundation, reflecting a charitable transfer rather than a market sale or purchase.

Who received the 540,000 Calumet (CLMT) shares gifted by Heritage Group?

The 540,000 Calumet shares were donated to The J.E. Fehsenfeld Family Foundation, Inc. This is described as a tax-qualified private foundation, indicating the transaction was structured as a charitable contribution instead of a conventional market trade or insider sale.

How many Calumet (CLMT) shares does Heritage Group report owning after the gift?

After the gift, Heritage Group reports direct ownership of 12,440,211 Calumet Common Stock shares. This figure reflects its direct holdings only and does not include additional indirect positions reported through other entities where beneficial ownership is disclaimed except for pecuniary interests.

What indirect Calumet (CLMT) holdings are associated with Heritage Group?

Heritage Group reports 1,200,000 Calumet shares held by The Heritage Group Investment Company, LLC and 882,974 shares held by Lumet Investments, Inc. It disclaims beneficial ownership of these indirect holdings, except to the extent of any pecuniary interest it may have in those entities.

Does the reported Calumet (CLMT) gift involve a market sale by Heritage Group?

No, the filing describes the 540,000-share transfer as a bona fide gift at a price of $0.00 per share. The shares were donated to a private foundation, so the transaction does not represent an open-market sale or purchase of Calumet stock by Heritage Group.

What is Heritage Group’s status in relation to Calumet, Inc. (CLMT)?

Heritage Group is identified as a more-than-10% owner and a Section 13(d) group member. The Form 4 shows it reporting both direct and indirect holdings, with explicit disclaimers of beneficial ownership for shares held through certain affiliated entities.