Dutil Charles 4

What Happened

• Charles Dutil, a director of Terex Corporation (TEX), was credited with two awards/assumption entries on Feb 2, 2026: 44,374 shares and 2,380 shares. The Form 4 reports $0.00 per share for both entries (award/assumption), reflecting merger-related conversion rather than an open-market purchase or sale.

Key Details

• Transaction date: 2026-02-02; Form 4 filed: 2026-02-04 (timely filing).
• Reported entries: 44,374 shares @ $0.00 and 2,380 shares @ $0.00 (total 46,754 shares credited).
• Beneficial ownership note: the filing states the beneficially held count includes 2,380 Terex RSU Awards; these 2,380 RSUs will vest 100% on Dec 31, 2026, subject to continued service or applicable termination provisions.
• Footnotes summary:
  • F1: REV Group merger converted REV common shares into Terex shares (exchange ratio) plus cash consideration.
  • F2: REV RSUs were assumed by Terex and converted into Terex RSU awards (and restricted cash for accrued dividend equivalents).
  • F3: Clarifies the 2,380 RSUs and their vesting schedule.
• Price shown as $0.00 represents awards/assumption under the merger—not a market purchase; market value at grant is not provided on the Form 4.

Context

• These entries result from the closing of the REV Group merger (effective Feb 2, 2026), where REV stock and RSUs were converted into Terex common shares/RSUs and cash per the merger agreement.
• Awards and merger-related conversions are routine corporate actions and do not necessarily signal a buy/sell decision by the insider.