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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
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New Fortress Energy Inc. (Name of Issuer) |
Class A Common Stock (Title of Class of Securities) |
(CUSIP Number) |
Randal A. Nardone 111 W. 19th St., 8th Floor New York, NY, 10011 5162687400 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
09/11/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on 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).
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Randal A. Nardone | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
523,930.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
3.2 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
The aggregate percentage of Class A Shares is based upon a total of 16,321,555 Class A Shares outstanding as of September 11, 2026.
Effective as of September 11, 2026, the Issuer effected a reverse stock split at a ratio of 1-for-50 for each Class A Share, and the number of Class A Shares reported in this Amendment reflects such reverse stock split.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Class A Common Stock | |
| (b) | Name of Issuer:
New Fortress Energy Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
111 W. 19th Street, 8th Floor, New York,
NEW YORK
, 10011. | |
Item 1 Comment:
This filing constitutes Amendment No. 4 (this "Amendment") to the Schedule 13D filed by Randal A. Nardone (the "Reporting Person") with the Securities and Exchange Commission (the "SEC") on February 4, 2019 (the "Original Schedule 13D"), as amended by Amendment No. 1 filed with the SEC on March 28, 2019, by Amendment No. 2 filed with the SEC on June 3, 2020, by Amendment No. 3 filed with the SEC on May 22, 2023 (the Original Schedule 13D, as previously amended and as further amended and supplemented by this Amendment, the "Schedule 13D") with respect to the shares of Class A common stock ("Class A Shares") of New Fortress Energy Inc., a Delaware corporation (the "Issuer").
The Reporting Person is filing this Amendment to disclose, in connection with the Issuer's Restructuring Transaction (as defined and described in the Issuer's Definitive Proxy Statement on Schedule 14A filed with the SEC on May 27, 2026), a greater than 1% change in the percentage of shares beneficially owned by the Reporting Person.
Other than as set forth in this Amendment, all previous Items of the Original Schedule 13D, as previously amended, are unchanged. Capitalized terms used in this Amendment and not otherwise defined shall have the same meanings ascribed to them in the Original Schedule 13D, as previously amended. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | The information contained in rows 11 and 13 of the cover page to this Amendment is incorporated herein by reference. | |
| (b) | The information contained in rows 7 through 10 of the cover page to this Schedule 13D is incorporated herein by reference. | |
| (c) | The Reporting Person has not engaged in any transaction during the past 60 days involving Class A Shares. | |
| (d) | The Reporting Person has the right to receive the proceeds from the sale of the Class A Shares reported on the cover page of this Amendment and in this Item 5. No other person is known by the Reporting Person to have the right to receive or the power to direct the receipt of the proceeds from the sale of the Class A Shares beneficially owned by the Reporting Person. | |
| (e) | As of September 11, 2026, the Reporting Person ceased to be the beneficial owner of more than five percent of the outstanding Class A Common Stock. | |
| 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.
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