4//SEC Filing
Helgeson Bradford J 4
Accession 0000225648-21-000149
CIK 0000225648other
Filed
Nov 30, 7:00 PM ET
Accepted
Dec 1, 4:20 PM ET
Size
12.9 KB
Accession
0000225648-21-000149
Insider Transaction Report
Form 4
Helgeson Bradford J
Executive VP & CFO
Transactions
- Disposition to Issuer
Performance Stock Units
2021-11-30−112,166→ 0 total→ Common Stock, $.10 par value (112,166 underlying) - Disposition to Issuer
Option to purchase common stock (right to buy)
2021-11-30$12.63/sh−250,000$3,157,500→ 0 totalExercise: $7.62→ Common Stock, $.10 par value (250,000 underlying) - Disposition to Issuer
Performance Stock Units
2021-11-30−75,641→ 0 total→ Common Stock, $.10 par value (75,641 underlying) - Disposition to Issuer
Common Stock, $.10 par value
2021-11-30−154,581→ 0 total
Footnotes (5)
- [F1]On the date of the merger between EQT Infrastructure and the Issuer, these shares of the Issuer's common stock were contributed to a limited partnership affiliated with EQT Infrastructure in exchange for units of the limited partnership. The Issuer shares were valued at $20.25 per share which is the cash price payable to holders of the Issuer's shares in the merger (the "Merger Consideration").
- [F2]The stock options which provided for vesting in equal installments over three years beginning October 29, 2021, were canceled in the merger in exchange for a cash payment of $3,157,500, representing the difference between the exercise price of the option and the Merger Consideration.
- [F3]The stock options expire three years after vesting.
- [F4]Represents free cash flow per share performance stock units previously granted to the reporting person pursuant to the Issuer's equity compensation plan on March 7, 2019, March 11, 2020 and March 4, 2021. Pursuant to the merger agreement, these performance stock units were canceled and converted into the right to receive an amount in cash equal to the product of (x) the Merger Consideration and (y) the number of shares of the Issuer's common stock issuable pursuant to the performance stock units assuming performance at 142%, 200%, and 200% target levels, respectively.
- [F5]Represents total stockholder return performance stock units previously granted to the reporting person pursuant to the Issuer's equity compensation plan on March 7, 2019, March 11, 2020 and March 4, 2021. Pursuant to the merger agreement, these performance stock units were canceled and converted into the right to receive an amount in cash equal to the product of (x) the Merger Consideration and (y) the number of shares of the Issuer's common stock issuable pursuant to the performance stock units assuming performance at 68%, 108%, and 190% target levels, respectively.
Documents
Issuer
COVANTA HOLDING CORP
CIK 0000225648
Entity typeother
Related Parties
1- filerCIK 0001593745
Filing Metadata
- Form type
- 4
- Filed
- Nov 30, 7:00 PM ET
- Accepted
- Dec 1, 4:20 PM ET
- Size
- 12.9 KB