Form 4: Clean Energy Fuels Director Lizabeth Ardisana Receives Significant Equity Compensation Award

Clean Energy Fuels Corp. Director Lizabeth A. Ardisana was granted 32,258 Restricted Stock Units and options to purchase 45,112 shares of common stock as part of her compensation.

Summary

• Lizabeth A. Ardisana, a Director of Clean Energy Fuels Corp. (CLNE), acquired 32,258 shares of common stock through an award of Restricted Stock Units (RSUs) on May 22, 2025.
• Each RSU represents a contingent right to receive one share of the Issuer's common stock upon vesting and settlement.
• 100% of these RSUs are scheduled to fully vest on the first anniversary of the grant date, May 22, 2026.
• Following this transaction, Ms. Ardisana beneficially owns 98,287 shares of common stock directly.
• Additionally, Ms. Ardisana was granted 45,112 stock options on May 22, 2025, with an exercise price of $1.86 per share.
• These stock options also fully vest on the first anniversary of the grant date, May 22, 2026, and have an expiration date of May 22, 2035.
• After this transaction, Ms. Ardisana beneficially owns 45,112 derivative securities (stock options) directly.

Sentiment

Score: 6

Explanation: The document reports a routine equity compensation grant to a director, which is a standard practice for aligning interests and incentivizing leadership. This is generally viewed as a neutral to slightly positive event for corporate governance.

Positives

• The equity awards (RSUs and stock options) align the director's financial interests with those of the company's shareholders, promoting long-term value creation.
• The grant of equity compensation is a standard practice for retaining and incentivizing key board members.

Negatives

• The settlement of RSUs and exercise of stock options will result in a degree of share dilution for existing shareholders, although this is a common aspect of equity compensation plans.

Risks

• Potential future dilution of existing shareholders' equity due to the vesting and exercise of the granted RSUs and stock options.

Future Outlook

N/A

Industry Context

This filing pertains to an individual insider transaction and does not provide broader industry context or trends.

Corporate Governance

Related Party Transactions

• The grant of 32,258 Restricted Stock Units and 45,112 stock options to Director Lizabeth A. Ardisana constitutes a related party transaction, as it is compensation provided by the company to a member of its board of directors. This is a standard form of executive and director compensation.

Stakeholder Impact

• Shareholders: Potential for minor dilution from the future settlement of RSUs and exercise of options, but also benefit from increased alignment of the director's interests with shareholder value.
• Director (Lizabeth A. Ardisana): Receives equity compensation, incentivizing her performance and long-term commitment to the company.

Next Steps

• The Restricted Stock Units and stock options are scheduled to fully vest on May 22, 2026.

Key Dates

Keywords

Clean Energy Fuels Corp, CLNE, Lizabeth A. Ardisana, Form 4, SEC filing, insider transaction, restricted stock units, RSUs, stock options, director compensation, equity award, corporate governance