Opal Fuels (OPAL) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for June 18, 2025, to be held virtually, with voting on director elections and auditor ratification.

• Record date for voting eligibility is April 23, 2025; proxy materials distributed electronically to reduce costs and environmental impact.

• Shareholders can vote by mail, phone, internet, or during the virtual meeting; votes are confidential and proxies are revocable.

Voting matters and shareholder proposals

• Shareholders will vote to elect six directors for one-year terms and to ratify BDO USA, P.C. as the independent auditor for 2025.

• Board recommends voting FOR all director nominees and FOR auditor ratification.

• Shareholder proposals for the 2026 meeting must be submitted by December 26, 2025, for proxy inclusion; other nominations have specific advance notice requirements.

Board of directors and corporate governance

• Board reduced from seven to six members; all nominees are current directors, with one director not standing for reelection.

• Three directors are considered independent under Nasdaq rules; company qualifies as a "controlled company" and utilizes related governance exemptions.

• Board held ten meetings in 2024; all directors attended at least 75% of meetings.

• Board committees include Audit and Compensation, with defined responsibilities and charters available online.

• Code of Business Conduct and Ethics and anti-hedging/pledging policies are in place.