Origin Materials (ORGN) general counsel reports tax-related stock sale

Rhea-AI Filing Summary

Origin Materials’ general counsel reported a small stock sale related to taxes. On 12/16/2025, the officer sold 18,200 shares of Origin Materials, Inc. common stock at a weighted-average price of $0.3611 per share.

The filing explains these shares were sold only to cover tax withholding obligations from the vesting and settlement of restricted stock units through a “sell to cover” transaction, and were not discretionary trades. After this transaction, the reporting person directly beneficially owned 670,884 shares of Origin Materials common stock.

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).

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^*

Lee Joshua C.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025

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	12/16/2025		S(1)		18,200	D	$0.3611(2)	670,884	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. The sales reported on this Form 4 represent shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sales were to satisfy tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary transactions by the Reporting Person.

2. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $0.3611 to $0.3613. The reporting person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

	/s/ Joshua C. Lee	12/17/2025
	** 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 insider transaction did Origin Materials (ORGN) report in this Form 4?

The general counsel of Origin Materials, Inc. reported selling 18,200 shares of common stock on 12/16/2025 in a transaction disclosed on Form 4.

At what price were the Origin Materials shares sold by the insider?

The shares were sold at a weighted-average price of $0.3611 per share, with actual sale prices ranging from $0.3611 to $0.3613 per share.

Why did the Origin Materials insider sell 18,200 shares?

The filing states the shares were sold to cover tax withholding obligations related to the vesting and settlement of restricted stock units through a “sell to cover” transaction, and were not discretionary sales.

How many Origin Materials shares does the insider own after this transaction?

Following the reported sale, the general counsel beneficially owned 670,884 shares of Origin Materials common stock directly.

What is the role of the reporting person at Origin Materials (ORGN)?

The reporting person is an officer of Origin Materials, Inc., serving as its General Counsel.

Was this Origin Materials insider Form 4 filed by more than one person?

No. The Form 4 indicates it was filed by one reporting person only.

Does the Form 4 mention restricted stock units (RSUs) for Origin Materials?

Yes. It explains that the sale covered tax withholding obligations arising from the vesting and settlement of restricted stock units held by the reporting person.