Origin Materials (ORGN) Director Reports 36,155-Share RSU Grant

Rhea-AI Filing Summary

Origin Materials, Inc. (ORGN) director John Hickox reported the acquisition of 36,155 shares of Common Stock on 09/30/2025. These shares represent restricted stock units (RSUs) granted in lieu of cash compensation for the quarter ended September 30, 2025, calculated using the closing price of $0.5186 on that date. Each RSU converts to one share and the RSUs were fully vested at grant, but the reporting person elected to defer receipt to a future date. After the reported transaction, Hickox beneficially owns 836,156 shares. The Form 4 was signed on 10/01/2025 by an attorney-in-fact.

Positive

• 36,155 RSUs granted representing compensation rather than cash, aligning director pay with shareholder interest
• RSUs fully vested at grant, giving the reporting person an immediate contingent right to shares
• Beneficial ownership disclosed: reporting person holds 836,156 shares following the transaction

Negative

• Issuance of 36,155 shares increases outstanding share count and may cause dilution (amount disclosed in filing)

Insights

Financial Analyst

TL;DR: Routine director RSU election increases insider ownership by 36,155 shares; non-cash compensation converted and deferred.

The filing documents a standard non-employee director compensation election where 36,155 RSUs were received in lieu of cash and are fully vested at grant. The grant price used was the closing share price of $0.5186 on 09/30/2025. The reporting person elected to defer delivery of the underlying shares, so immediate share count impact is through beneficial ownership reporting (836,156 shares). This is a customary governance and compensation event with limited immediate market impact.

Corporate Governance Expert

TL;DR: Compensation election follows policy; vested RSUs deferred, reflecting standard director compensation mechanics.

The disclosure indicates the issuer's Amended and Restated Non-Employee Director Compensation Policy was used to convert cash fees to RSUs. The RSUs are described as fully vested upon grant but subject to a Deferral Election Form, which delays share issuance while recording beneficial ownership. The Form 4 is properly executed and signed by an attorney-in-fact, consistent with procedural norms for insider reporting.

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
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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).

1. Name and Address of Reporting Person^*

Hickox John

(Last) (First) (Middle)

C/O ORIGIN MATERIALS, INC.

930 RIVERSIDE PARKWAY, SUITE 10

(Street)

WEST SACRAMENTO CA 95605

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Origin Materials, Inc. [ ORGN ]

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)
09/30/2025

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
Common Stock	09/30/2025		A		36,155(1)	A	$0.5186	836,156	D

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

Explanation of Responses:

1. These shares represent the shares of Common Stock underlying restricted stock units ("RSUs") that the Reporting Person elected to receive in lieu of cash compensation under the Issuer's Amended and Restated Non-Employee Director Compensation Policy, as amended, for the quarter ended September 30, 2025. The number of RSUs received in lieu of cash was calculated based on the closing price per share of Common Stock on September 30, 2025. Each RSU represents the contingent right to receive one share of the Issuer's Common Stock. The RSUs are fully vested upon the date of grant. Pursuant to a Deferral Election Form, the Reporting Person elected to defer the receipt of such shares to a future date.

	/s/ Joshua C. Lee, Attorney-in-Fact	10/01/2025
	** 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

What transactions were reported on the ORGN Form 4 for John Hickox?

The Form 4 reports the acquisition of 36,155 shares of Common Stock on 09/30/2025, representing RSUs received in lieu of cash compensation.

At what price were the RSUs for ORGN calculated?

The number of RSUs was calculated using the closing price of $0.5186 per share on 09/30/2025.

Are the RSUs vested or subject to future vesting for ORGN's director?

The filing states the RSUs are fully vested upon the date of grant, but the reporting person elected to defer receipt of the shares.

How many shares does John Hickox beneficially own after the transaction?

Following the reported transaction, John Hickox beneficially owns 836,156 shares.

When was the Form 4 signed and by whom?

The Form 4 was signed on 10/01/2025 by Joshua C. Lee, Attorney-in-Fact.