RICHEY VICTOR L JR 4

What Happened
Victor L. Richey Jr., a director of Thermon Group Holdings, reported a disposition to the issuer of 8,052 shares of Thermon common stock on June 1, 2026. The shares were surrendered pursuant to Thermon’s merger with CECO Environmental Corp.; Richey elected the stock consideration under the merger agreement (see Key Details). The Form 4 lists the transaction price as N/A because this was a conversion in the merger, not an open-market sale.

Key Details

• Transaction date: 2026-06-01 (Form 4 filed 2026-06-03). Transaction code: D (Disposition to issuer).
• Shares disposed: 8,052 Thermon common shares. Reported price: N/A (conversion under merger terms).
• Consideration elected: stock consideration per Merger Agreement — each Thermon share converted into 0.8110 shares of CECO common stock (subject to proration). That implies roughly 6,530 CECO shares before any proration or rounding.
• Footnotes: (F1) Transaction occurred under the Agreement and Plan of Merger dated Feb 23, 2026; (F2) merger consideration options were (i) mixed (0.6840 CECO + $10 cash, default), (ii) $63.89 cash, or (iii) 0.8110 CECO shares; the reporting person elected option (iii).
• Shares owned after transaction: not specified in the filing.
• Timeliness: Filed two business days after the transaction date; no late filing indicated.

Context
This was not an open-market sale but a conversion of Thermon shares into merger consideration under a corporate acquisition. Such dispositions in Form 4s reflect transaction mechanics of the merger (including holder elections and potential proration), not an individual director selling into the market.