08/04/2026 | Press release | Distributed by Public on 08/04/2026 18:31
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FORM 4
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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 |
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| 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) | ||
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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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Performance Share Units | (2) | 08/01/2026 | A | 61,047 | (3) | 03/15/2029(3) | Common Stock | 122,094(4) | $ 0 | 61,047 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Smith Claiborne Benson C/O ARQ, INC 8051 E. MAPLEWOOD AVE, STE 210 GREENWOOD VILLAGE, CO 80111 |
Gen Counsel, Corp Secretary | |||
| /s/ Claiborne B. Smith | 08/04/2026 | |
| **Signature of Reporting Person | Date |
| * | 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 awards ("RSAs") granted in accordance with the Issuer's long-term incentive plan under the 2026 Omnibus Incentive Plan, approved by stockholders on June 10, 2026. The RSAs shall vest in three equal installments, on each of August 1, 2027, March 23, 2028, and March 23, 2029. |
| (2) | Represents performance share units ("PSUs") granted in accordance with the Issuer's long-term incentive plan under the 2026 Omnibus Incentive Plan. |
| (3) | Each PSU represents a contingent right to receive one share of the Issuer's Common Stock upon vesting of the PSU, which will occur, if at all, no later than March 15, 2029 subject to the reporting person's continuous service with the Issuer or its related entities and the achievement of certain pre-established goals to be measured as of December 31, 2028. |
| (4) | Represents the maximum number of PSUs that will vest, if at all, which is 200% of the target award. |