STOCK TITAN

OPAL Fuels (NASDAQ: OPAL) CFO logs RSU vesting, tax withholding and new option grant

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

Rhea-AI Filing Summary

OPAL Fuels Inc. Chief Financial Officer Hasan Kazi reported equity compensation activity involving restricted stock units, stock options, and related tax withholding. On March 31, 2026, he settled restricted stock units into Class A common stock and had shares withheld to cover taxes at a reference price of $2.52 per share.

In connection with scheduled vesting, he acquired Class A common stock through the exercise or conversion of restricted stock units, while 79,397 shares were withheld for tax obligations. He also received new grants of 182,579 restricted stock units and 101,988 stock options, with the options exercisable at $2.52 per share and vesting in three equal installments through March 31, 2029. After these transactions, he directly held 140,847 shares of Class A common stock.

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Insider Hasan Kazi
Role Chief Financial Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 73,415 $0.00 --
Exercise Restricted Stock Units 146,829 $0.00 --
Grant/Award Restricted Stock Units 182,579 $0.00 --
Grant/Award Stock options (right to buy) 101,988 $0.00 --
Exercise Class A common stock 73,415 $0.00 --
Tax Withholding Class A common stock 26,466 $2.52 $67K
Exercise Class A common stock 146,829 $0.00 --
Tax Withholding Class A common stock 52,931 $2.52 $133K
Holdings After Transaction: Restricted Stock Units — 146,828 shares (Direct); Stock options (right to buy) — 101,988 shares (Direct); Class A common stock — 73,415 shares (Direct)
Footnotes (1)
  1. Each restricted stock unit represents the right to receive, at settlement, one share of Class A common stock. This transaction represents the settlement of restricted stock units in shares of Class A common stock on their scheduled vesting date. Represents the shares held by the Company to satisfy tax withholding requirements on vesting of restricted stock units. The total value of securities withheld was based on a price of $2.52 per share, the closing price of Class A common stock on March 31, 2026. On March 31, 2025, the Reporting Person was granted 220,243 RSUs pursuant to the Plan. RSUs were scheduled to vest in three (3) equal installments on each of the following dates: (i) March 31, 2026, (ii) March 31, 2027, and (iii) March 31, 2028, provided that the Reporting Person continues to provide services to the Issuer through the applicable vesting date. Each restricted stock unit represents the right to receive, at settlement, one share of Class A common stock. On March 31, 2025, the Reporting Person was granted 293,657 RSUs pursuant to the Plan. RSUs were scheduled to vest in two (2) equal installments on each of the following dates: (i) March 31, 2026 and (ii) March 31, 2027, provided that the Reporting Person continues to provide services to the Issuer through the applicable vesting date. Each restricted stock unit represents the right to receive, at settlement, one share of Class A common stock. On March 31, 2026, the Reporting Person was granted 182,975 RSUs pursuant to the Plan. RSUs are scheduled to vest in three (3) equal installments on each of the following dates: (i) March 31, 2027, (ii) March 31, 2028, and (iii) March 31, 2029, provided that the Reporting Person continues to provide services to the Issuer through the applicable vesting date. Each restricted stock unit represents the right to receive, at settlement, one share of Class A common stock. Granted pursuant to the Issuer's 2022 Omnibus Equity Incentive Plan (the "Plan"). The Reporting Person was granted an option to purchase shares of the Issuer's Class A common stock (the "Option") at an exercise price of $2.52 per share, which was the volume weighted average price of the Issuer's Class A common stock for the five days immediately preceding March 31, 2026, as quoted on the Nasdaq Stock Market. The Option vests in three (3) equal installments on each of the following dates: (i) March 31, 2027, (ii) March 31, 2028, and (iii) March 31, 2029, provided, that the Reporting Person continues to provide services to the Issuer through the applicable vesting date. In the event that the Reporting Person's employment is terminated by reason of the Reporting Person's disability or termination without cause, the Options shall vest with respect to the number of shares of Class A common stock that would have vested upon the next vesting date following such termination, had the Reporting Person remained an employee. Notwithstanding the foregoing, upon the occurrence of a termination of employment by reason of the Reporting Person's (i) termination without cause; or (ii) resignation for good reason, in connection with or within the 24 months following the consummation of a Change in Control (as defined in the Plan and the relevant award agreement), any unvested portion of the Option shall accelerate and vest in full. Upon the occurrence of a termination by reason of the Reporting Person's death, any unvested portion of the Option shall accelerate and vest in full.
RSUs settled 220,244 units Restricted stock units converted to Class A common stock on March 31, 2026
Shares withheld for tax 79,397 shares Class A common stock withheld at $2.52 per share for tax obligations
New RSU grant 182,579 units Restricted stock units granted on March 31, 2026 under equity plan
New stock options 101,988 options at $2.52 Options to buy Class A common stock, expiring March 31, 2036
Shares held after transactions 140,847 shares Direct Class A common stock ownership following March 31, 2026 events
Restricted Stock Units financial
"Each restricted stock unit represents the right to receive, at settlement, one share of Class A common stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax withholding requirements financial
"Represents the shares held by the Company to satisfy tax withholding requirements on vesting of restricted stock units."
2022 Omnibus Equity Incentive Plan financial
"Granted pursuant to the Issuer's 2022 Omnibus Equity Incentive Plan (the "Plan")."
volume weighted average price financial
"The Option was granted at an exercise price of $2.52 per share, which was the volume weighted average price of the Issuer's Class A common stock."
The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.
Change in Control financial
"In connection with or within the 24 months following the consummation of a Change in Control, any unvested portion of the Option shall accelerate and vest in full."
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
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*
Hasan Kazi

(Last)(First)(Middle)
ONE NORTH LEXINGTON AVENUE, SUITE 1450

(Street)
WHITE PLAINS NEW YORK 10601

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
OPAL Fuels Inc. [ OPAL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026
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 stock03/31/2026M73,415A(1)73,415D
Class A common stock03/31/2026F(2)26,466D$2.5246,949D
Class A common stock03/31/2026M146,829A(1)193,778D
Class A common stock03/31/2026F(2)52,931D$2.52140,847D
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
Restricted Stock Units(1)03/31/2026M73,415 (3) (3)Class A common stock73,415$0146,828D
Restricted Stock Units(1)03/31/2026M146,829 (4) (4)Class A common stock146,829$0146,828D
Restricted Stock Units(5)03/31/2026A182,579 (5) (5)Class A common stock182,579$0182,579D
Stock options (right to buy)$2.5203/31/2026A(6)101,988 (7)(8)(9)(10)03/31/2036Class A common stock101,988$0101,988D
Explanation of Responses:
1. Each restricted stock unit represents the right to receive, at settlement, one share of Class A common stock. This transaction represents the settlement of restricted stock units in shares of Class A common stock on their scheduled vesting date.
2. Represents the shares held by the Company to satisfy tax withholding requirements on vesting of restricted stock units. The total value of securities withheld was based on a price of $2.52 per share, the closing price of Class A common stock on March 31, 2026.
3. On March 31, 2025, the Reporting Person was granted 220,243 RSUs pursuant to the Plan. RSUs were scheduled to vest in three (3) equal installments on each of the following dates: (i) March 31, 2026, (ii) March 31, 2027, and (iii) March 31, 2028, provided that the Reporting Person continues to provide services to the Issuer through the applicable vesting date. Each restricted stock unit represents the right to receive, at settlement, one share of Class A common stock.
4. On March 31, 2025, the Reporting Person was granted 293,657 RSUs pursuant to the Plan. RSUs were scheduled to vest in two (2) equal installments on each of the following dates: (i) March 31, 2026 and (ii) March 31, 2027, provided that the Reporting Person continues to provide services to the Issuer through the applicable vesting date. Each restricted stock unit represents the right to receive, at settlement, one share of Class A common stock.
5. On March 31, 2026, the Reporting Person was granted 182,975 RSUs pursuant to the Plan. RSUs are scheduled to vest in three (3) equal installments on each of the following dates: (i) March 31, 2027, (ii) March 31, 2028, and (iii) March 31, 2029, provided that the Reporting Person continues to provide services to the Issuer through the applicable vesting date. Each restricted stock unit represents the right to receive, at settlement, one share of Class A common stock.
6. Granted pursuant to the Issuer's 2022 Omnibus Equity Incentive Plan (the "Plan").
7. The Reporting Person was granted an option to purchase shares of the Issuer's Class A common stock (the "Option") at an exercise price of $2.52 per share, which was the volume weighted average price of the Issuer's Class A common stock for the five days immediately preceding March 31, 2026, as quoted on the Nasdaq Stock Market. The Option vests in three (3) equal installments on each of the following dates: (i) March 31, 2027, (ii) March 31, 2028, and (iii) March 31, 2029, provided, that the Reporting Person continues to provide services to the Issuer through the applicable vesting date.
8. In the event that the Reporting Person's employment is terminated by reason of the Reporting Person's disability or termination without cause, the Options shall vest with respect to the number of shares of Class A common stock that would have vested upon the next vesting date following such termination, had the Reporting Person remained an employee.
9. Notwithstanding the foregoing, upon the occurrence of a termination of employment by reason of the Reporting Person's (i) termination without cause; or (ii) resignation for good reason, in connection with or within the 24 months following the consummation of a Change in Control (as defined in the Plan and the relevant award agreement), any unvested portion of the Option shall accelerate and vest in full.
10. Upon the occurrence of a termination by reason of the Reporting Person's death, any unvested portion of the Option shall accelerate and vest in full.
Remarks:
/s/ John Coghlin as Attorney-in-Fact04/02/2026
** 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)

FAQ

What equity transactions did OPAL (OPAL) CFO Hasan Kazi report on March 31, 2026?

Hasan Kazi reported settlement of restricted stock units into Class A common stock, tax withholding share dispositions, and new grants of restricted stock units and stock options. These movements reflect routine equity compensation activity rather than open-market buying or selling of OPAL shares.

How many OPAL Class A common shares does the CFO hold after these Form 4 transactions?

Following the reported transactions, Hasan Kazi directly holds 140,847 shares of OPAL Class A common stock. This figure reflects shares remaining after settling vested restricted stock units and after the company withheld a portion of shares to satisfy tax obligations linked to the vesting event.

What new restricted stock unit awards did OPAL (OPAL) grant to its CFO?

The filing shows a new grant of 182,579 restricted stock units to CFO Hasan Kazi. According to the footnotes, these RSUs are scheduled to vest in three equal installments on March 31 of 2027, 2028, and 2029, assuming continued service with OPAL Fuels Inc.

What are the terms of the new OPAL stock options granted to the CFO?

Hasan Kazi received 101,988 stock options with an exercise price of $2.52 per share. The options vest in three equal annual installments on March 31 of 2027, 2028, and 2029, and are scheduled to expire on March 31, 2036, under OPAL’s 2022 Omnibus Equity Incentive Plan.

Why were OPAL shares disposed of in the Form 4 if there was no open-market sale?

Dispositions labeled with code F represent shares withheld to satisfy tax withholding requirements, not market sales. OPAL withheld 79,397 shares at $2.52 per share value to cover taxes on vested restricted stock units, a standard mechanism for handling equity award tax obligations.

Do the reported OPAL (OPAL) transactions indicate the CFO is buying or selling stock on the market?

The transactions are primarily equity award vesting, settlements, and new grants, plus tax withholding, with no open-market purchases or sales. They show compensation-related movements rather than discretionary trading decisions, so they mainly clarify the CFO’s evolving equity stake in OPAL.