OPAL Fuels Inc. — Director's Dealing 2023

Feb 2, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OPAL Fuels Inc. (OPAL)
CIK: 0001842279
Period of Report: 2023-01-30

Reporting Person: ArcLight CTC Holdings II, L.P. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-01-30	Class A Common Stock	S	12200	$7.00	Disposed	8895982	Direct
2023-01-31	Class A Common Stock	D	197258	—	Disposed	8698724	Direct
2023-01-31	Class A Common Stock	S	14700	$7.32	Disposed	8684024	Direct
2023-02-01	Class A Common Stock	S	258600	$6.96	Disposed	8425424	Direct

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.

F2: 8,908,182 shares of Class A common stock, par value $0.0001 per share ("Class A common stock"), of the Issuer are held directly by ArcLight CTC Holdings, L.P., a Delaware limited liability partnership (the "Sponsor"). Daniel R. Revers has voting and investment discretion with respect to the securities held by the Sponsor, and thus may be deemed to have beneficial ownership of such securities. Mr. Revers expressly disclaims any such beneficial ownership of such securities, except to the extent of his individual pecuniary interest therein.

F3: Pursuant to, and in satisfaction of, such agreements with respect to the forfeiture of shares set forth in the letter agreement, as modified by that certain side letter agreement by and between the Reporting Person and the Issuer, dated January 23, 2023, the Reporting Person forfeited 197,258 Class A Shares (which amount included 47,258 Sponsor Earn-Out Shares).

F4: The reported price is a volume weighted average price ("VWAP"). 250,000 shares were sold pursuant to a block trade for $7.00 per share and 8,600 shares were sold in open market transactions for a VWAP of $7.15 per share, net of commissions and other execution-related costs. The reporting person undertakes to provide the relevant amount of shares sold to the market at each price to the SEC, the Issuer or any stockholder of the Issuer upon request.