Item 5.07Item 5.07 - Submission of Matters to Vote
Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 17, 2026, OPAL Fuels Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). As of the close of business on April 22, 2026 (the “Record Date”), there were 29,827,849 shares of Class A common stock outstanding, each share being entitled to one vote, 121,500,000 shares of Class B common stock outstanding, each share being entitled to one vote and 22,899,037 shares of Class D common stock outstanding, each share being entitled to five votes (the Class A common stock, Class B common stock and Class D common stock, collectively, the “Common Stock”).
Accordingly, as of the Record Date, there were 29,827,849 Class A common stock votes, 121,500,000 Class B common stock votes, and 114,495,185 Class D common stock votes, respectively, available to be cast, for a total of 265,823,034 votes available to be cast. At the Annual Meeting, the holders of 256,957,639 votes of the Common Stock were represented in person or by proxy, constituting a quorum. The following are the voting results for the proposals considered and voted upon at the meeting, each of which was described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 23, 2026.
Proposal 1 - Election of eight directors to hold office until the Annual Meeting of Stockholders to be held in 2027 or until each such director’s respective successor is elected and qualified or until each such director’s earlier death, resignation or removal.
Nominee FOR WITHHELD Broker Non-Votes
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Mark Comora, Chairman 246,057,694 4,493,592 6,406,353
Betsy L. Battle 247,691,808 2,859,478 6,406,353
Scott Dols 247,414,197 3,137,089 6,406,353
James Martell 247,466,228 3,085,058 6,406,353
Lance Moll 250,143,781 407,505 6,406,353
Nadeem Nisar 246,580,453 3,970,833 6,406,353
Scott Sutton 250,142,981 408,305 6,406,353
Ashok Vemuri 247,404,037 3,147,249 6,406,353
Proposal 2 - Ratification of the appointment of BDO USA, P.C. as the Company’s independent registered public accounting firm for the year ending December 31, 2026.
FOR AGAINST ABSTENTIONS Broker Non-Votes
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256,881,212 74,151 2,276 —