Form: SC 13G/A

Schedule filed to report acquisition of beneficial ownership of 5% or more of a class of equity securities by passive investors and certain institutions

February 13, 2024

 

  

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

SCHEDULE 13G

 

 

Under the Securities Exchange Act of 1934

  (Amendment No. 1) *

 

 

Clean Energy Fuels Corp

(Name of Issuer)

   

Common Stock

 

(Title of Class of Securities)

  

184499101

 

(CUSIP Number)

  

December 31, 2023

 

(Date of Event Which Requires Filing of This Statement)

 

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

   Rule 13d-1(b)

☐   Rule 13d-1(c)

☐   Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 
 

CUSIP No.  184499101

13G Page 2 of 5 Pages    

1.  

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS 

 

Grantham, Mayo, Van Otterloo & Co. LLC       04-2691242

 

   
2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

 

 

(a)

(b)

3.  

SEC USE ONLY

 

 

 

   
4.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Boston, Massachusetts USA 

  

   
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
 

 5.

 

SOLE VOTING POWER

 

16,086,394

 

  6.  

SHARED VOTING POWER

 

0

 

  7.  

SOLE DISPOSITIVE POWER

 

16,086,394

 

  8.  

SHARED DISPOSITIVE POWER

 

0

 

9.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

16,086,394

 

   
10.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

 

   
11.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

  

7.21%

 

   

 12.

 

TYPE OF REPORTING PERSON

   

IA

 

   

 

 
 

CUSIP No.  184499101

13G Page 3 of 5 Pages    

 

 

Item 1(a). Name of Issuer

 

Clean Energy Fuels Corp

 

 

 

Item 1(b). Address of Issuer's Principal Executive Offices

 

4675 MacArthur Court

Suite 800

Newport Beach, California 92660

 

 

 

Item 2(a). Name of Person Filing

 

GRANTHAM, MAYO, VAN OTTERLOO & CO. LLC

 

 

 

Item 2(b). Address of the Principal Office or, if none, Residence

 

53 State Street, Suite 3300

Boston, MA 02109

 

 

 

Item 2(c). Citizenship

 

USA

 

 

 

Item 2(d). Title of Class of Securities

 

Common Stock

 

 

 

Item 2(e). CUSIP Number

 

184499101

 

 

  

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)  Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);

 

(b)  Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
 
(c)  Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
 
(d)  Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
 
(e)  An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
 
(f)  An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
 
(g)  A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
 
(h)  A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
 
(i) 

A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

  (j) ☐  Group, in accordance with §240.13d-1(b)(1)(ii)(J)
 

 
 

CUSIP No.  184499101

13G Page 4 of 5 Pages    

 

 

Item 4. Ownership

 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)       Amount beneficially owned:   16,086,394

(b)       Percent of Class:   7.21%

(c)       Number of shares as to which the person has:

(i)     Sole power to vote or to direct the vote:    16,086,394

(ii)    Shared power to vote or to direct the vote:     0

(iii)   Sole power to dispose or to direct the disposition of:    16,086,394

(iv)   Shared power to dispose or to direct the disposition of:     0

 

Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).

 

 

Item 5. Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date herof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following:   ☐

 

Instruction. Dissolution of a group requires a response to this item.

 

  

Item 6. Ownership of More than Five Percent on Behalf of Another Person

 

Not applicable.

 

 

 

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security being Reported on by the Parent Holding Company

 

Not applicable.

 

 

 

Item 8. Identification and Classification of Members of the Group

 

Not applicable.

 

 

 

Item 9. Notice of Dissolution of Group

 

Not applicable.

 

 

 

Item 10. Certification

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a–11.

 

 

 
 

CUSIP No.  184499101

13G Page 5 of 5 Pages    

 

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

 

February 13, 2024
Date
 
 
/s/ Gregory L. Pottle
Signature
 
 
Gregory L. Pottle, Chief Compliance Officer
Name/Title