Form: 3

Initial statement of beneficial ownership of securities

June 23, 2026

Documents

SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Frabotta Bartolomeo A.
(Last) (First) (Middle)
4675 MACARTHUR COURT, SUITE 800
(Street)
NEWPORT BEACH CA 92660
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/23/2026 		3. Issuer Name and Ticker or Trading Symbol
Clean Energy Fuels Corp. [ CLNE ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Operating Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 87,886(1) D
Common Stock 50,000(2) D
Common Stock 150,000(3) D
Common Stock 175,000(4) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Options (Right to Aquire) (5) 03/02/2028 Common Stock 38,000 1.37 D
Employee Stock Options (Right to Aquire) (5) 02/25/2029 Common Stock 34,650 2.19 D
Employee Stock Options (Right to Aquire) (5) 02/25/2030 Common Stock 30,000 2.56 D
Employee Stock Options (Right to Acquire) (5) 01/21/2031 Common Stock 60,000 10.18 D
Employee Stock Options (Right to Acquire) (6) 12/07/2031 Common Stock 50,000 6.77 D
Employee Stock Options (Right to Acquire) (5) 12/07/2031 Common Stock 100,000 6.77 D
Employee Stock Options (Right to Acquire) (7) 12/07/2031 Common Stock 150,000 6.77 D
Employee Stock Options (Right to Acquire) (5) 03/02/2033 Common Stock 100,000 4.58 D
Employee Stock Options (Right to Acquire) (8) 03/04/2034 Common Stock 100,000 2.85 D
Performance Rights (9) 02/27/2028 Common Stock 25,000 0 D
Explanation of Responses:
1. Represents securities beneficially owned by the reporting person as of the date he became a Section 16 reporting person (the "Reporting Date").
2. Represents an award of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's common stock upon the vesting and settlement of the RSUs. The RSUs will vest as to 34% on the first anniversary of the grant date and as to 33% on each of the second and third anniversaries of the grant date. As of the Reporting Date, 33,500 RSUs have vested.
3. Represents an award of RSUs. Each RSU represents a contingent right to receive one share of the Issuer's common stock upon the vesting and settlement of the RSUs. The RSUs will vest as to 34% on the first anniversary of the grant date and as to 33% on each of the second and third anniversaries of the grant date. As of the Reporting Date, 51,000 RSUs have vested.
4. Represents an award of RSUs. Each RSU represents a contingent right to receive one share of the Issuer's common stock upon the vesting and settlement of the RSUs. RSUs will vest as to 34% on the first anniversary of the grant date and as to 33% on each of the second and third anniversaries of the grant date. As of the Reporting Date, no RSUs have vested.
5. The stock options are fully vested and currently exercisable.
6. 25% of the total shares subject to the stock option award vest upon each achievement of a specific volume hurdle related to securing certain levels of gasoline gallon equivalents. As of the Reporting Date, 12,500 stock options have vested.
7. 100% of the total shares subject to the stock option award vest immediately, if at all, if the closing share price of the Issuer's common stock on the Nasdaq Stock Market LLC equals or exceeds $14.00 for 20 consecutive trading days.
8. The stock options vest as to 34% on the first anniversary of the grant date and as to 33% on each of the second and third anniversaries of the grant date. As of the Reporting Date, 67,000 stock options have vested.
9. These performance stock units will vest in installments upon the Issuer's common stock achieving specified price per share targets ranging from 1.25 to 2.0 times the Issuer's price per share on the grant date during a three-year performance period. If the minimum price per share target is not achieved prior to the end of the three-year performance period, none of the performance stock units will vest.
/s/ Marilyn Vu-Tran, Attorney-in-Fact for Bartolomeo A. Frabotta 06/23/2026
** 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 5 (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.