Quest Resource (QRHC) Form 4: 10,409 RSUs Vest; 20,000 New RSUs Granted

Rhea-AI Filing Summary

Quest Resource Holding Corp director Stephen A. Nolan reported changes in beneficial ownership in two filings dated August 12-13, 2025. On August 12, 2025, 10,409 restricted stock units (RSUs) that were granted August 12, 2024 fully vested and converted one-for-one into 10,409 shares of common stock, increasing his reported beneficial ownership to 92,585 shares (5,000 held jointly with his spouse). On August 13, 2025, Nolan was reported as having been granted 20,000 RSUs scheduled to vest August 13, 2026, bringing his total reported beneficial ownership to 112,585 shares. The filing also discloses 75,609 deferred stock units (DSUs) that will be issued upon separation from service.

Positive

• Director received equity compensation that aligns interests via vested RSUs converting to 10,409 shares
• New 20,000 RSU grant shows continued board-level compensation and retention incentive
• Substantial DSU holdings (75,609) imply further alignment as those shares issue upon separation

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Insider converted vested RSUs to shares and received a new RSU grant; this is routine director compensation, not a sale.

The Form 4 discloses a director's compensation-related equity activity: 10,409 RSUs vested and converted to common shares and a new grant of 20,000 RSUs subject to a one-year vesting schedule. The filing also shows material DSU holdings (75,609) that vest upon separation from service. There are no disposals or open-market transactions reported, and no option exercises or cash purchases. For investors, this represents director equity alignment with the company rather than liquidity-driven selling.

Securities Analyst

TL;DR: Reported transactions reflect compensation vesting and new deferred equity grants; impact on share count is minor.

From a securities perspective, the conversion of RSUs to 10,409 shares increases outstanding beneficial ownership for the reporting person but does not indicate dilution beyond scheduled compensation issuance. The new 20,000 RSU grant vests next year and will convert one-for-one into common stock upon vesting. The presence of substantial DSUs indicates additional future issuance contingent on separation events. No sales or purchases were executed that would signal insider liquidity needs.

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

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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^*

Nolan Stephen A

(Last) (First) (Middle)

C/O QUEST RESOURCE HOLDING CORP

3481 PLANO PARKWAY

(Street)

THE COLONY TX 75056

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Quest Resource Holding Corp [ QRHC ]

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)
08/12/2025

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	08/12/2025		M(1)		10,409	A	(2)	92,585(3)	D
Common Stock	08/13/2025		A		20,000(4)	A	(2)	112,585(5)	D
Common Stock								75,609(6)	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
Restricted Stock Unit	(2)	08/12/2025		M(1)			10,409	(1)	(1)	Common Stock	10,409	$0	0	D

Explanation of Responses:

1. Represents restricted stock units ("RSUs") granted on August 12, 2024 that fully vested on August 12, 2025. Each RSU represents a contingent right to receive one share of common stock upon vesting.

2. RSUs convert into common stock on a one-for-one basis.

3. These shares represent shares of common stock of the Issuer held by the Reporting Person, of which 5,000 are held jointly by the Reporting Person and his spouse.

4. Represents RSUs granted on August 13, 2025 and scheduled to fully vest on August 13, 2026. Each RSU represents a contingent right to receive one share of common stock upon vesting. The Reporting Person has reported prior awards of RSUs in Table II of Form 4.

5. Includes (a) 20,000 RSUs that are scheduled to fully vest on August 13, 2026 and (b) 92,585 shares of common stock beneficially owned by the Reporting Person, of which 5,000 are held jointly by the Reporting Person and his spouse.

6. The reported securities include (a) 63,657 deferred stock units ("DSUs") granted under the Issuer's 2012 Incentive Compensation Plan and (b) 11,952 DSUs granted under the Issuer's 2024 Incentive Compensation Plan. The shares of common stock underlying such DSUs shall be issued upon the Reporting Person's separation from service with the Issuer.

	/s/ Brett W. Johnston, as Attorney-in-Fact	08/14/2025
	** 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).
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FAQ

What did QRHC director Stephen A. Nolan report on Form 4?

The Form 4 reports the vesting and conversion of 10,409 RSUs into common stock and a new grant of 20,000 RSUs; total beneficial ownership reported was 112,585 shares after the grant.

How many RSUs vested and converted to shares for QRHC?

On 08/12/2025, 10,409 RSUs that had been granted on 08/12/2024 fully vested and converted one-for-one into common stock.

When do the newly granted RSUs vest?

The 20,000 RSUs reported on 08/13/2025 are scheduled to fully vest on 08/13/2026.

What are the DSUs disclosed in the filing?

The filing discloses 75,609 deferred stock units (63,657 under the 2012 plan and 11,952 under the 2024 plan) that will be issued upon the reporting person's separation from service.

Did the filing report any insider sales of QRHC stock?

No. The Form 4 shows RSU vesting, conversion, and new RSU grants; it does not report any open-market sales or dispositions of shares.