Arq Inc.

07/23/2026 | Press release | Distributed by Public on 07/23/2026 15:13

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Rasmus Robert E.
2. Issuer Name and Ticker or Trading Symbol
Arq, Inc. [ARQ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
C/O ARQ, INC., 8051 E MAPLEWOOD AVE STE 210
3. Date of Earliest Transaction (Month/Day/Year)
07/17/2026
(Street)
GREENWOOD VILLAGE, CO 80111
4. If Amendment, Date 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
(City) (State) (Zip)
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
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: 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 Units (1) 07/17/2026 D 400,000 (2) 07/17/2026 Common Stock 400,000 $ 0 0 D
Restricted Stock Units (1) 07/17/2026 A 400,000 (2) 07/17/2029 Common Stock 400,000 $ 0 400,000 D
Restricted Stock Units (3) 07/23/2026 A 600,000 (4) (4) Common Stock 600,000 $ 0 600,000 D
Restricted Stock Units (3) 07/23/2026 A 600,000 (5) (5) Common Stock 600,000 $ 0 600,000 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Rasmus Robert E.
C/O ARQ, INC.
8051 E MAPLEWOOD AVE STE 210
GREENWOOD VILLAGE, CO 80111
X Chief Executive Officer

Signatures

/s/ Robert E. Rasmus 07/23/2026
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Represents 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.
(2) The 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.
(3) Represents 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.
(4) 200,000 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.
(5) The RSUs vest in two equal installments on each of July 23, 2028, and July 23, 2029.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Arq Inc. published this content on July 23, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on July 23, 2026 at 21:14 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]