SEC Form 4 · accession 0001515156-26-000099
Arq, Inc. · ARQ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert E. Rasmus
Officer — Chief Executive Officer · Director
Period of report
Jul 17, 2026
Accepted (ET)
Jul 23, 2026 · 5:12 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001515156
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | — | Jul 17, 2026 | D | 400,000 | D | — | Jul 17, 2026 | Common Stock | 400,000 | 0 | D |
| Restricted Stock UnitsF1,F2 | — | Jul 17, 2026 | A | 400,000 | A | — | Jul 17, 2029 | Common Stock | 400,000 | 400,000 | D |
| Restricted Stock UnitsF3,F4 | — | Jul 23, 2026 | A | 600,000 | A | — | — | Common Stock | 600,000 | 600,000 | D |
| Restricted Stock UnitsF3,F5 | — | Jul 23, 2026 | A | 600,000 | A | — | — | Common Stock | 600,000 | 600,000 | D |
Explanation of responses
- F1Represents restricted stock units ("RSUs") granted to Mr. Rasmus as an employment inducement award (the "Inducement Award"). Each RSU comprising the Inducement Award represents the right to receive one share of the Issuer's Common Stock upon vesting and settlement.
- F2The two reported transactions involved an amendment of the Inducement Award, originally granted to Mr. Rasmus on July 17, 2023, to extend the expiration date of the Inducement Award from July 17, 2026, to July 17, 2029. The Inducement Award amendment may be deemed a cancellation of the original Inducement Award and grant of a replacement Inducement Award. Of the 400,000 RSUs comprising the Inducement Award, 250,000 RSUs shall vest when the 30-day volume weighted average price of the Issuer's Common Stock (the "30-Day VWAP") equals $10.00 per share and 150,000 RSUs shall vest when the 30-Day VWAP equals $15.00 per share, in each case, prior to July 17, 2029.
- F3Represents RSUs granted to Mr. Rasmus under the Issuer's 2026 Omnibus Incentive Plan. Each RSU represents the right to receive one share of the Issuer's Common Stock upon vesting and settlement.
- F4200,000 RSUs vest when the 30-Day VWAP equals $3.00 per share; 200,000 RSUs vest when the 30-Day VWAP equals $6.00 per share; and 200,000 RSUs vest when the 30-Day VWAP equals $9.00 per share, in each case, prior to the third anniversary of the date of grant. If the applicable 30-Day VWAP threshold is achieved prior to the first anniversary of the grant date, the RSUs that have become earned upon achievement of such threshold shall not vest until the first anniversary of the grant date.
- F5The RSUs vest in two equal installments on each of July 23, 2028, and July 23, 2029.