Archaea Energy (LFG) Form 4 Archaea Energy / Nicholas Stork ownership change

SEC Form 4

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Stork Nicholas

(Last) (First) (Middle)

4444 WESTHEIMER ROAD, SUITE G450

(Street)

HOUSTON TX 77027

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Archaea Energy Inc. [ LFG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
05/11/2022

4. 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 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
Class B Common Stock	05/11/2022		J(1)		261,114	A	$0.00(1)	1,057,396	I	By Stork Partners, LLC(2)
Class B Common Stock								1,632,864	I	By Struan & Company, LLC(3)
Class B Common Stock								1,592,565	I	By Rothwell-Gornt, LLC(4)

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
Class A Units of LFG Acquisition Holdings LLC	(5)	05/11/2022		J(1)		261,114		(5)	(5)	Class A Common Stock	261,114	$0.00(1)	1,057,396	I	By Stork Partners, LLC(2)
Warrants	$11.5	05/11/2022		J(1)		421,259		10/26/2021	09/15/2026	Class A Common Stock	421,259	$0.00(1)	421,259	I	By Stork Partners, LLC(2)
Class A Units of LFG Acquisition Holdings LLC	(5)							(5)	(5)	Class A Common Stock	1,632,864		1,632,864	I	By Struan & Company, LLC(3)
Class A Units of LFG Acquisition Holdings LLC	(5)							(5)	(5)	Class A Common Stock	1,592,565		1,592,565	I	By Rothwell-Gornt, LLC(4)

Explanation of Responses:

1. Represents receipt of the reporting person's pro rata distribution of the securities of the issuer held by Rice Acquisition Sponsor LLC ("Sponsor") to all of its members. Prior to such distribution, and as of the date hereof, no such securities have been disposed of for cash by either Sponsor or its members.

2. Stork Partners, LLC is a limited liability company controlled by Mr. Stork. As such, Mr. Stork may be deemed to have beneficial ownership of the securities held of record by Stork Partners, LLC. Mr. Stork disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

3. Mr. Stork serves as manager of Struan & Company, LLC. As such, Mr. Stork may be deemed to have beneficial ownership of the securities held of record by Struan & Company, LLC. Mr. Stork disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

4. Rothwell-Gornt, LLC is a limited liability company controlled by Mr. Stork. As such, Mr. Stork may be deemed to have beneficial ownership of the securities held of record by Rothwell-Gornt, LLC. Mr. Stork disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

5. The Class A Units of LFG Acquisition Holdings LLC (together with the corresponding shares of the issuer's Class B common stock) are exchangeable into shares of the issuer's Class A common stock on a one-for-one basis and have no expiration date.

	/s/ Chad Bellah as Attorney-in-Fact	05/13/2022
	** Signature of Reporting Person	Date
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