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New Fortress CEO adds equity in debt restructuring

NFE’s CEO Wesley R. Edens indirectly acquired equity and preferred interests tied to a major restructuring of the company’s funded debt.

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Form Type
4

Rhea-AI Filing Summary

New Fortress Energy Inc. (NFE) reported that Chief Executive Officer and director Wesley R. Edens, through Edens Family Partners LLC, indirectly acquired Class A common stock and Series A Mandatorily Convertible Preferred Stock on September 11, 2026. The awards and purchases occurred in connection with a corporate and debt restructuring, and the filing reports additional indirect holdings through a related trust.

Positive

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Negative

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Insider EDENS WESLEY R
Role Chief Executive Officer
Bought 34,984 shs
Type Security Shares Price Value
Grant/Award Series A Mandatorily Convertible Preferred Stock F4, F1, F2 48,288 -- --
Purchase Series A Mandatorily Convertible Preferred Stock F4, F3, F2 6,671 -- --
Grant/Award Class A Common Stock F1, F2 208,588 -- --
Purchase Class A Common Stock F3, F2 28,313 -- --
holding Class A Common Stock F2 -- -- --
Holdings After Transaction: Series A Mandatorily Convertible Preferred Stock — 54,959 contracts (Indirect, Edens Family Partners LLC); Class A Common Stock — 957,337 shares (Indirect, Edens Family Partners LLC); Class A Common Stock — 352,255 shares (Indirect, WRE 2012 GST Exempt Trust LLC)
Footnotes (4)
  1. F1. On September 11, 2026, in connection with the Issuer's corporate and organizational restructuring and a financial restructuring of the Issuer's principal funded debt obligations (the "Restructuring Transaction"), the reporting person acquired from the Issuer (i) 208,588 shares of Class A common stock ("Class A Shares") and (ii) 48,288 shares of the Issuer's Series A Mandatorily Convertible Preferred Stock ("Preferred Shares") as a pro rata portion of the consideration received by the lenders under the loans issued pursuant to the Issuer's Term Loan A Credit Agreement, by virtue of the reporting person's ownership of $110 million aggregate principal amount of the loans thereof.
  2. F2. The reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein.
  3. F3. Upon consummation of the Restructuring Transaction, the reporting person purchased from certain of the Issuer's existing creditors (i) 28,313 Class A Shares and (ii) 6,671 Preferred Shares for an aggregate consideration of $1,667,985.02.
  4. F4. Unless redeemed earlier by the Issuer, Preferred Shares will be automatically converted on the third anniversary of the closing of the Restructuring Transaction into 46.441271 Class A Shares (subject to adjustment) per Preferred Share.
Class A shares acquired via restructuring 208,588 shares Indirectly acquired September 11, 2026 as consideration tied to lender status
Preferred shares acquired via restructuring 48,288 shares Series A Mandatorily Convertible Preferred Stock received September 11, 2026
Loans held by Edens under Term Loan A $110,000,000 aggregate principal amount Ownership of loans determining pro rata restructuring consideration
Additional Class A shares purchased 28,313 shares Purchased from existing creditors upon consummation of the restructuring
Additional preferred shares purchased 6,671 shares Series A Mandatorily Convertible Preferred Stock purchased in same transaction
Aggregate consideration for post-restructuring purchases $1,667,985.02 Paid for 28,313 Class A and 6,671 preferred shares
Preferred share conversion ratio 46.441271 Class A shares per preferred share Automatic conversion on third anniversary of restructuring closing, unless redeemed earlier
Trust-held Class A shares 352,255 shares Indirectly held through WRE 2012 GST Exempt Trust LLC after reported transactions
Series A Mandatorily Convertible Preferred Stock financial
"48,288 shares of the Issuer's Series A Mandatorily Convertible Preferred Stock"
Restructuring Transaction financial
"in connection with the Issuer's corporate and organizational restructuring and a financial restructuring"
aggregate principal amount financial
"by virtue of the reporting person's ownership of $110 million aggregate principal amount of the loans"
The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.
automatically converted financial
"Preferred Shares will be automatically converted on the third anniversary of the closing"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity did NFE CEO Wesley R. Edens receive in the restructuring?

Wesley R. Edens, through Edens Family Partners LLC, acquired 208,588 Class A shares and 48,288 Series A Mandatorily Convertible Preferred Shares as part of consideration to lenders in a corporate and debt restructuring tied to $110 million principal amount of term loans he owned.

What additional NFE securities did Wesley R. Edens purchase on September 11, 2026?

Upon consummation of the restructuring, Wesley R. Edens purchased from certain existing creditors 28,313 Class A shares and 6,671 Series A Mandatorily Convertible Preferred Shares for an aggregate consideration of $1,667,985.02.

How will NFE’s Series A Mandatorily Convertible Preferred Stock convert into common stock?

Unless redeemed earlier by New Fortress Energy Inc., each Series A Mandatorily Convertible Preferred Share will be automatically converted on the third anniversary of the restructuring closing into 46.441271 Class A shares of common stock, subject to adjustment.

How many Class A shares underlie the preferred stock acquired by Wesley R. Edens?

The 48,288 preferred shares received in the restructuring are reported as underlying 2,242,556 Class A shares, and the 6,671 preferred shares purchased are reported as underlying 309,809 Class A shares, based on the stated conversion mechanics.

What indirect NFE holdings are reported for Wesley R. Edens via trusts or entities?

Holdings are reported indirectly through Edens Family Partners LLC and a WRE 2012 GST Exempt Trust LLC, which is shown holding 352,255 Class A shares. Edens disclaims beneficial ownership except to the extent of his pecuniary interest in these entities.

Were Wesley R. Edens’s NFE transactions made under a Rule 10b5-1 plan?

The filing indicates the Rule 10b5-1 checkbox is not marked, so no Rule 10b5-1 trading plan is reported for these September 11, 2026 transactions related to New Fortress Energy Inc.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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*
EDENS WESLEY R

(Last)(First)(Middle)
111 W. 19TH STREET, 8TH FLOOR

(Street)
NEW YORK NEW YORK 10011

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
New Fortress Energy Inc. [ NFE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/11/2026
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
Class A Common Stock09/11/2026A(1)208,588A(1)929,024IEdens Family Partners LLC(2)
Class A Common Stock09/11/2026P(3)28,313A(3)957,337IEdens Family Partners LLC(2)
Class A Common Stock352,255IWRE 2012 GST Exempt Trust LLC(2)
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
Series A Mandatorily Convertible Preferred Stock(4)09/11/2026A(1)48,288 (4) (4)Class A Common Stock2,242,556(1)48,288IEdens Family Partners LLC(2)
Series A Mandatorily Convertible Preferred Stock(4)09/11/2026P(3)6,671 (4) (4)Class A Common Stock309,809(3)54,959IEdens Family Partners LLC(2)
Explanation of Responses:
1. On September 11, 2026, in connection with the Issuer's corporate and organizational restructuring and a financial restructuring of the Issuer's principal funded debt obligations (the "Restructuring Transaction"), the reporting person acquired from the Issuer (i) 208,588 shares of Class A common stock ("Class A Shares") and (ii) 48,288 shares of the Issuer's Series A Mandatorily Convertible Preferred Stock ("Preferred Shares") as a pro rata portion of the consideration received by the lenders under the loans issued pursuant to the Issuer's Term Loan A Credit Agreement, by virtue of the reporting person's ownership of $110 million aggregate principal amount of the loans thereof.
2. The reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein.
3. Upon consummation of the Restructuring Transaction, the reporting person purchased from certain of the Issuer's existing creditors (i) 28,313 Class A Shares and (ii) 6,671 Preferred Shares for an aggregate consideration of $1,667,985.02.
4. Unless redeemed earlier by the Issuer, Preferred Shares will be automatically converted on the third anniversary of the closing of the Restructuring Transaction into 46.441271 Class A Shares (subject to adjustment) per Preferred Share.
Remarks:
/s/ Wesley R. Edens09/15/2026
** 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)

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