0001827111-24-000004.txt : 20240314
0001827111-24-000004.hdr.sgml : 20240314
20240314193057
ACCESSION NUMBER: 0001827111-24-000004
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240312
FILED AS OF DATE: 20240314
DATE AS OF CHANGE: 20240314
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Comora Mark S
CENTRAL INDEX KEY: 0001827111
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40272
FILM NUMBER: 24751998
MAIL ADDRESS:
STREET 1: C/O FORTISTAR SUSTAINABLE SOLUTIONS CORP
STREET 2: ONE NORTH LEXINGTON AVENUE
CITY: WHITE PLAINS
STATE: NY
ZIP: 10601
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: OPAL Fuels Inc.
CENTRAL INDEX KEY: 0001842279
STANDARD INDUSTRIAL CLASSIFICATION: GAS & OTHER SERVICES COMBINED [4932]
ORGANIZATION NAME: 01 Energy & Transportation
IRS NUMBER: 000000000
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET, 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-531-6300
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET, 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER COMPANY:
FORMER CONFORMED NAME: ArcLight Clean Transition Corp. II
DATE OF NAME CHANGE: 20210125
4
1
wk-form4_1710459049.xml
FORM 4
X0508
4
2024-03-12
0
0001842279
OPAL Fuels Inc.
OPAL
0001827111
Comora Mark S
ONE NORTH LEXINGTON AVE, 14TH FLOOR
WHITE PLAINS
NY
10601
1
0
1
0
0
Class D common stock
2024-03-12
4
C
0
71500000
D
70877450
I
Through OPAL Holdco LLC
Class B common stock
2024-03-12
4
C
0
71500000
A
71500000
I
Through OPAL Holdco LLC
Class D common stock
2021587
I
Through Hillman RNG Investments LLC
Class A common stock
10125
D
Class A common stock
880600
I
Through Fortistar LLC
Class B Common Units of OPAL Fuels LLC
Class C common stock
142377450
142377450
I
Through OPAL Holdco LLC
Class B Common Units of OPAL Fuels LLC
Class C common stock
2021587
2021587
I
Through Hillman RNG Investments LLC
Pursuant to the Certificate of Incorporation of OPAL Fuels Inc. (the "Company"), each share of Class D common stock of the Company is convertible into one share of Class B common stock of the Company at the option of the holder thereof at any time upon written notice to the Company. No conversion price is required to be paid in connection with such conversion.
On March 12, 2024, OPAL HoldCo LLC delivered notice to the Company of its election to convert 71,500,000 shares of Class D common stock into a corresponding number of shares of Class B common stock. The reporting person is the Chairman of the Board of Directors of the Company and the President of Fortistar Renewables LLC, which is the Manager of OPAL HoldCo LLC. The reporting person is also the President of OPAL HoldCo LLC. Through Fortistar LLC and various other subsidiaries of Fortistar LLC, the reporting person controls OPAL Holdco LLC. The reporting person disclaims beneficial ownership of all securities reported in this Form 4 except to the extent of his pecuniary interest therein, other than those securities reported herein as being held directly by such reporting person.
The Class B Common Units of OPAL Fuels LLC are redeemable at any time by the reporting person for, at the election of the Company, newly-issued Class C common stock on a one-for-one basis or a cash payment equal to the volume weighted average market price of one Class C common stock for each Class B Common Unit redeemed. Upon the redemption of any Class B Common Units, a number of Class D common stock equal to the number of Class B Common Units that are redeemed will be cancelled by the Issuer for no consideration.
/s/ John Coghlin as Attorney-in-Fact
2024-03-14