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Calumet (CLMT) Files Form 4: Director Receives New Equity Grant

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

Rhea-AI Filing Summary

On 08/05/2025, Calumet, Inc. (CLMT) director Amy M. Schumacher filed a Form 4 reporting receipt of 1,965 Restricted Stock Units (RSUs).

  • 1,474 RSUs are already 100 % vested and will be settled in common stock upon the earlier of a date chosen by Schumacher or her separation from the company.
  • 491 RSUs were issued under Calumet’s Deferred Compensation Plan; 25 % of this tranche vests each 1 July beginning 2026, with settlement timing identical to the first grant.

Both grants were acquired at $0.00 cost, involve no share sales and remain under direct ownership. The transaction increases Schumacher’s derivative holdings to 1,965 RSUs but does not change the public float or generate immediate cash-flow or earnings impact. While routine, the equity award reinforces long-term alignment between the director and shareholders.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine RSU award; negligible market impact.

The filing shows a non-cash equity grant to Director Schumacher—1,965 RSUs at zero cost. Because no shares were sold or purchased on the open market, the transaction neither signals bullish insider buying nor bearish selling. Dilution is immaterial given Calumet’s ~80 m outstanding units. Expense recognition was likely accrued under existing compensation plans, so no new P&L effect arises. Overall, the event is governance-related, not valuation-moving.

TL;DR: Standard board compensation; aligns incentives.

The RSUs are in line with typical director pay structures, split between fully-vested and deferred units to encourage retention. Immediate vesting of the larger block suggests prior service, whereas the staggered vesting on the 491 RSUs fosters continued engagement through 2029. No 10b5-1 plan was noted, and ownership remains direct, providing clear accountability. Governance impact is neutral-to-slightly positive, but not material for investors.

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*
Schumacher Amy M

(Last) (First) (Middle)
1060 N CAPITOL AVE
SUITE 6-401

(Street)
INDIANAPOLIS IN 46204

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Calumet, Inc. /DE [ CLMT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/05/2025
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
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) 08/05/2025 A 1,474 (2) (2) Common Stock, par value $0.01 per share 1,474 $0 1,474 D
Restricted Stock Units (1) 08/05/2025 A 491 (3) (3) Common Stock, par value $0.01 per share 491 $0 491 D
Explanation of Responses:
1. Each Restricted Stock Unit is the economic equivalent of one share of Calumet, Inc. common stock, par value $0.01 per share.
2. Each Restricted Stock Unit will become settled upon the earlier of the date specified by the reporting person or the reporting person's termination date. Restricted Stock Units are 100% vested.
3. Each Restricted Stock Unit will be settled upon the earlier of the date specified by the reporting person or the reporting person's termination date pursuant to the Deferred Compensation Plan. 25% of the Restricted Stock Units vest on July 1 of each year beginning on July 1, 2026.
/s/ Connor J. Egan, as attorney-in-fact 08/07/2025
** 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

How many RSUs did CLMT director Amy Schumacher receive in the 08/05/2025 Form 4?

She was awarded 1,965 RSUs (1,474 fully-vested plus 491 deferred units).

Were any Calumet (CLMT) shares sold or purchased on the open market?

No. The filing discloses only RSU grants; there were no open-market transactions.

When do the newly granted RSUs vest?

The 1,474-unit block is 100 % vested; the 491-unit block vests 25 % each July 1 starting 2026.

What is the transaction date reported in the Form 4?

The RSU grants were effective on 08/05/2025.

Does the RSU grant affect Calumet’s earnings or cash flow?

It is a non-cash, equity-based expense; no immediate cash-flow impact and any expense is already accounted for under compensation plans.
Calumet

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2.54B
67.65M
Specialty Chemicals
Petroleum Refining
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United States
INDIANAPOLIS