Mark Comora - 22 Apr 2025 Form 4 Insider Report for OPAL Fuels Inc. (OPAL)

Role: Director, 10%+ Owner
Signature: /s/ John Coghlin as Attorney-in-Fact
Issuer symbol: OPAL
Transactions as of: 22 Apr 2025
Net transactions value: $0
Form type: 4
Filing time: 23 Apr 2025, 16:37:54 UTC
Previous filing: 02 Apr 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	OPAL	Class D common stock	Conversion of derivative security		-50,000,000	-71%		20,877,450	22 Apr 2025	Through OPAL HoldCo LLC	F1, F2
transaction	OPAL	Class B common stock	Conversion of derivative security		+50,000,000	+70%		121,500,000	22 Apr 2025	Through OPAL HoldCo LLC	F1, F2
holding	OPAL	Class B common stock						2,021,587	22 Apr 2025	Through Hillman RNG Investments LLC
holding	OPAL	Class A common stock						880,600	22 Apr 2025	Through Fortistar LLC
holding	OPAL	Class A common stock						56,712	22 Apr 2025	Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	OPAL	Class B Common Units of OPAL Fuels LLC						142,377,450	22 Apr 2025	Class C common stock	142,377,450		Through OPAL HoldCo LLC	F3
holding	OPAL	Class B Common Units of OPAL Fuels LLC						2,021,587	22 Apr 2025	Class C common stock	2,021,587		Through Hillman RNG Investments LLC	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Pursuant to the Certificate of Incorporation of OPAL Fuels Inc. (the "Company"), each share of Class D Common Stock is convertible into one share of Class B Common Stock at the option of the holder thereof. No conversion price is required to be paid in connection with such conversion.
F2	On April 22, 2025, OPAL HoldCo LLC delivered notice to the Company of its election to convert 50,000,000 shares of Class D Shares 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.
F3	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 share of 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 Company for no consideration.