Thermon Group Holdings, Inc.·4

Jun 3, 11:48 AM ET

CLARKE JOHN U 4

Research Summary

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Thermon (THR) Director John U. Clarke Sells 41,570 Shares in Merger

What Happened
John U. Clarke, a director of Thermon Group Holdings, Inc. (THR), disposed of 41,570 shares of Thermon common stock on June 1, 2026. The disposition was a transfer to the issuer in connection with Thermon’s merger into CECO Environmental Corp., not an open-market sale; no per-share price for the transaction is reported. Clarke elected the stock consideration under the merger terms: each Thermon share converted into 0.8110 shares of CECO common stock, which implies approximately 33,713.27 CECO shares (before any rounding or cash-in-lieu for fractional shares).

Key Details

  • Transaction date: 2026-06-01; Form 4 filed: 2026-06-03 (timely filing under normal Form 4 rules).
  • Disposition: 41,570 Thermon shares transferred to the issuer (code D). No sale price reported (N/A) because shares were converted under merger terms.
  • Conversion elected by reporting person: stock consideration at 0.8110 CECO shares per THR share → ~33,713.27 CECO shares (fractional-share treatment per the merger agreement may apply).
  • Footnotes: F1 — Thermon merged into CECO pursuant to a Merger Agreement dated Feb 23, 2026. F2 — Merger consideration options included mixed (0.6840 CECO + $10), cash ($63.89), or stock (0.8110 CECO); Clarke elected stock.
  • Shares owned after transaction: not specified in the provided filing excerpt.

Context
This was a corporate-action disposition as part of a merger, not a market sale by the director. Such conversions are routine when a company is acquired and generally reflect the merger consideration elected by the holder rather than an insider view on the stock. To estimate the monetary value, multiply the ~33,713 CECO shares received by CECO’s market price at the time of conversion.