Director at Clean Energy Fuels (NASDAQ: CLNE) receives RSU grants and makes stock gift

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Clean Energy Fuels Corp. director Vincent C. Taormina reported compensation-related equity awards and a charitable-style transfer involving restricted stock units (RSUs). On June 10, 2026, an indirect holding "by Trust" received an award of 67,839 RSUs at a stated price of $0.00 per share. The filing notes that each RSU represents a contingent right to receive one share of common stock, and that 100% of the shares in this award vest on the first anniversary of the grant date.

On the same date, Taormina made a bona fide gift of 67,839 RSUs from his direct holdings for no consideration, and separately received a new direct award of 67,839 RSUs, also at $0.00 per share and subject to the same one-year cliff vesting. After these transactions, he held 423,144 shares indirectly by trust and 67,839 shares directly, all represented by RSUs that will settle into common stock upon vesting.

Insider Trade Summary

67,839 shares gifted

Mixed 3 txns

Insider Taormina Vincent C

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	67,839	$0.00	--
Gift	Common Stock	67,839	$0.00	--
Grant/Award	Common Stock	67,839	$0.00	--

Holdings After Transaction: Common Stock — 67,839 shares (Direct, null); Common Stock — 423,144 shares (Indirect, By Trust)

Footnotes (1)

Represents an award of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's common stock upon the vesting and settlement of the RSU. 100% of the total shares subject to the RSU fully vest on the first anniversary of the date of the grant. Represents a gift of RSUs for no consideration. Each RSU represents a contingent right to receive one share of the Issuer's common stock upon the vesting and settlement of the RSU.

Key Figures

Indirect RSU award: 67,839 RSUs Direct RSU award: 67,839 RSUs RSU gift: 67,839 RSUs +3 more

6 metrics

Indirect RSU award 67,839 RSUs Granted June 10, 2026 to trust at $0.00 per share

Direct RSU award 67,839 RSUs Granted June 10, 2026 at $0.00 per share

RSU gift 67,839 RSUs Bona fide gift of RSUs for no consideration

Indirect holdings after 423,144 shares RSUs held indirectly by trust following transactions

Direct holdings after 67,839 shares RSUs held directly following June 10, 2026 awards and gift

Vesting schedule 100% after 1 year All RSUs fully vest on first anniversary of grant date

Key Terms

restricted stock units ("RSUs"), contingent right, bona fide gift, vesting and settlement, +1 more

5 terms

restricted stock units ("RSUs") financial

"Represents an award of restricted stock units ("RSUs"). Each RSU represents a contingent right..."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

contingent right financial

"Each RSU represents a contingent right to receive one share of the Issuer's common stock..."

bona fide gift financial

"Represents a gift of RSUs for no consideration. Each RSU represents a contingent right..."

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.

vesting and settlement financial

"upon the vesting and settlement of the RSU."

first anniversary of the date of the grant financial

"100% of the total shares subject to the RSU fully vest on the first anniversary of the date of the grant."

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Form 4 Insider Transactions: What Each Field Means →

06/12/2026 - 04:31 PM

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^*

Taormina Vincent C

(Last)

(First)

(Middle)

C/O CLEAN ENERGY FUELS CORP.

4675 MACARTHUR COURT, SUITE 800

(Street)

NEWPORT BEACH

CALIFORNIA

92660

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Clean Energy Fuels Corp. [ CLNE ]

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)
06/10/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/10/2026		A⁽¹⁾		67,839⁽²⁾	A	$0	67,839	D
Common Stock	06/10/2026		G⁽³⁾		67,839⁽²⁾	D	$0	0	D
Common Stock	06/10/2026		A⁽³⁾		67,839⁽²⁾	A	$0	423,144	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents an award of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's common stock upon the vesting and settlement of the RSU.

2. 100% of the total shares subject to the RSU fully vest on the first anniversary of the date of the grant.

3. Represents a gift of RSUs for no consideration. Each RSU represents a contingent right to receive one share of the Issuer's common stock upon the vesting and settlement of the RSU.

	/s/ Marilyn Vu-Tran, Attorney-in-Fact for Vincent C. Taormina	06/12/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did CLNE director Vincent Taormina report?

Vincent Taormina reported two awards of 67,839 restricted stock units (RSUs) and one bona fide gift of 67,839 RSUs, all dated June 10, 2026, with each RSU representing a right to receive one Clean Energy Fuels common share upon vesting.

How many RSUs did Vincent Taormina receive in the latest CLNE Form 4?

He received two RSU awards of 67,839 units each. One award is held indirectly by a trust, and the other is held directly. All RSUs vest 100% on the first anniversary of the June 10, 2026 grant date, then settle into common stock.

What is the nature of the RSU gift reported for CLNE director Taormina?

The filing shows a bona fide gift of 67,839 RSUs made for no consideration. Each RSU in this gift still represents a contingent right to one Clean Energy Fuels common share when the underlying RSUs vest and are settled in stock.

At what price were the CLNE RSUs granted to Vincent Taormina?

All reported RSU transactions list a transaction price of $0.00 per share. This reflects that the awards are stock-based compensation rather than open-market purchases, with value realized when the RSUs vest and convert into Clean Energy Fuels common shares.

What are Vincent Taormina’s Clean Energy Fuels holdings after these RSU transactions?

After the reported transactions, Taormina holds 423,144 shares indirectly through a trust and 67,839 shares directly. These positions consist of RSUs that will convert into Clean Energy Fuels common stock once the one-year cliff vesting conditions are met.

When do Vincent Taormina’s new CLNE RSU awards vest?

The filing states that 100% of the RSUs in each new award vest on the first anniversary of the grant date. Since the grants are dated June 10, 2026, all related RSUs fully vest on the first anniversary of that date, then settle into common shares.