Chief Executive Officer Weibel Paul Wesley Iii converted options into 372 shares and covered exercise/tax liability with 131 shares, increasing direct ownership by 2% to 14,502 units (SEC Form 4)
$FEAM
Mining & Quarrying of Nonmetallic Minerals (No Fuels)
Industrials
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
5E Advanced Materials, Inc. [ FEAM ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
|
3. Date of Earliest Transaction
(Month/Day/Year) 09/01/2025 | ||||||||||||||||||||||||||
|
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 09/01/2025 | M | 133 | A | (1) | 14,394 | D | |||
| Common Stock | 09/03/2025 | M | 239 | A | (2) | 14,633 | D | |||
| Common Stock | 09/03/2025 | F | 131(3) | D | $3.41 | 14,502 | D | |||
|
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Share Unit | (1) | 09/01/2025 | M | 133 | (4) | (4) | Common Stock | 133 | $0.00 | 0.00 | D | ||||
| Performance Share Unit | (2) | 09/03/2025 | A | 239 | (5) | (5) | Common Stock | 239 | $0.00 | 239 | D | ||||
| Performance Share Unit | (2) | 09/03/2025 | M | 239 | (6) | (6) | Common Stock | 239 | $0.00 | 0.00 | D | ||||
| Explanation of Responses: |
| 1. Each restricted share unit ("RSU") represents a contingent right to receive one share of 5E Advanced Materials, Inc. common stock. |
| 2. Each performance share unit ("PSU") represents a contingent right to receive one share of 5E Advanced Materials, Inc. common stock upon the attainment of certain service-based and performance-based conditions. |
| 3. Represents the number of shares of common stock withheld by the Issuer to cover the reporting person's tax withholding obligation upon the vesting of RSUs and PSUs. |
| 4. RSUs granted on September 1, 2022 pursuant to the Issuers 2022 Equity Compensation Plan (the "Plan"). One-third vested on each of the first, second and third anniversary of the grant date. |
| 5. The Issuer previously granted the Reporting Person an award of PSUs that vest based on the Issuer's satisfaction of certain performance objectives. On September 3, 2025, the Board determined that the performance conditions had been 90% satisfied. |
| 6. PSUs granted on September 1, 2022 pursuant to the Plan. Amount represents the vesting of PSUs. Pursuant to the determination of the Compensation Committee of the Board of Directors, the PSUs vested at 90% of the target number of shares based on achievement of the applicable performance criteria. The remaining unvested PSUs were forfeited. |
| Remarks: |
| /s/ Paul Weibel | 09/03/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||