Form 4: AirJoule CAO Gutke Reports Routine Stock Transactions

AirJoule Technologies' Chief Administrative Officer, Jeff Gutke, reported the vesting of restricted stock units and a subsequent 'sell to cover' transaction for tax obligations.

Summary

• Jeff Gutke, Chief Administrative Officer of AirJoule Technologies Corp. (AIRJ), reported changes in his beneficial ownership of Class A Common Stock.
• On February 27, 2026, Gutke acquired 14,063 shares of Class A Common Stock through the vesting of Restricted Stock Units (RSUs) at a price of $0.
• Following this acquisition, Gutke directly owned 113,901 shares of Class A Common Stock.
• On March 3, 2026, Gutke disposed of 3,462 shares of Class A Common Stock at a weighted average price of $3.1702 per share.
• This sale was a mandatory 'sell to cover' transaction to satisfy tax withholding obligations related to the RSU vesting and was not a discretionary trade.
• After these transactions, Gutke directly owns 110,439 shares of Class A Common Stock and indirectly owns 75,579 shares through Doxey Capital LLC.
• Gutke holds 28,126 remaining Restricted Stock Units, which vest in three equal annual installments beginning March 1, 2026.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a slightly positive event. While there was a sale of shares, it was non-discretionary and for tax purposes, following the vesting of equity compensation, which is a positive for the insider and a routine event for the company.

Positives

• The vesting of 14,063 Restricted Stock Units indicates a component of executive compensation being realized, aligning management's interests with shareholders.
• The acquisition of shares at a $0 price through RSU vesting represents a direct increase in the insider's equity stake prior to the tax-related sale.

Negatives

• A total of 3,462 shares of Class A Common Stock were sold, reducing the direct beneficial ownership of the Chief Administrative Officer.

Future Outlook

The remaining 28,126 Restricted Stock Units held by Jeff Gutke are scheduled to vest in two additional equal annual installments following the initial vesting on March 1, 2026.

Management Comments

• The sale of 3,462 shares was required to cover tax withholding obligations in connection with the vesting of the restricted stock unit award.
• The 'sell to cover' transaction did not represent a discretionary trade by the Reporting Person.

Industry Context

StockSavvy.ai notes that routine insider transactions, such as 'sell to cover' sales following RSU vesting, are common across all industries. These transactions are typically pre-planned and executed to manage tax liabilities associated with equity compensation, rather than signaling a change in management's outlook on the company's prospects or broader industry trends.

Stakeholder Impact

• Shareholders: Minimal direct impact as this is a routine, non-discretionary insider transaction for tax purposes, not signaling a change in company fundamentals or management's confidence.
• Employees: No direct impact mentioned.

Next Steps

• Future vesting of the remaining 28,126 Restricted Stock Units in two equal annual installments.

Key Dates

Keywords

AirJoule Technologies, AIRJ, Jeff Gutke, Insider Trading, Form 4, Restricted Stock Units, RSU Vesting, Sell to Cover, Stock Transaction, Beneficial Ownership