Item 4 — Purpose of Transaction
Item 4 of Schedule 13D is supplemented as follows: As previously disclosed by the Issuer, on October 14, 2026 (the "Tranche 1 Closing Date"), the Issuer, LanzaTech, Inc., a wholly-owned subsidiary of the Company ("LanzaTech"), LanzaJet, Inc. ("LanzaJet"), a sustainable aviation fuel company in which the Issuer is a significant equity holder, and certain other stockholders and lenders of LanzaJet completed a series of related recapitalization and deleveraging transactions involving LanzaJet and its wholly-owned subsidiary, LanzaJet Freedom Pines Fuels LLC ("FPF"), in order to support LanzaJet's next phase of growth and operations at FPF's facility in Soperton, Georgia (collectively, the "Transactions"). On the Tranche 1 Closing Date, the Issuer entered into a warrant issuance agreement (the "Warrant Issuance Agreement") with Future Solution Investments LLC ("FSI"), pursuant to which the Issuer issued to FSI's designee, an entity controlled by the Reporting Persons, warrants (the "FSI Warrants") to purchase an aggregate of 1,737,921 shares (the "Warrant Shares") of Common Stock at an exercise price of $5.754 per Warrant Share (which was equal to 105% of the closing price on the trading day immediately preceding the Tranche 1 Closing Date), exercisable for cash or on a cashless basis and subject to adjustments in certain events. Subject to the terms and conditions of the Warrant Issuance Agreement, on or before December 1, 2026 (the "Tranche 2 Closing Date"), the Issuer will issue additional FSI Warrants at an exercise price equal to 105% of the closing price on the trading day immediately preceding the Tranche 2 Closing Date to each holder in respect of LanzaJet senior secured notes funded by it at such closing, subject to certain exceptions. The Warrant Issuance Agreement provides that the Issuer shall hold a meeting of its stockholders (which may be its annual meeting) no later than July 30, 2027, at which it will seek approval from its stockholders (i) to amend its charter to increase the number of authorized shares of Common Stock by an amount sufficient to permit the issuance in full of all Warrant Shares issuable upon exercise of all FSI Warrants and (ii) of the issuance of the Warrant Shares pursuant to Nasdaq Listing Rule 5635, to the extent required based on the exercise price of the FSI Warrants issued on the Tranche 2 Closing Date. The Issuer has also agreed to register with the SEC the resale of the Warrant Shares within 60 business days after their issuance.