AUGUSTINE CYNTHIA 4
4 · REV Group, Inc. · Filed Feb 2, 2026
Research Summary
AI-generated summary of this filing
REV Group (REVG) Director Cynthia Augustine Disposes Shares in Merger
What Happened Cynthia Augustine, a director of REV Group, had a total of 7,516 shares of REV Group common stock disposed on February 2, 2026 (two dispositions: 5,411 and 2,105 shares). The transactions are reported as dispositions to the issuer at $0.00 because they occurred at the effective time of REV Group’s merger into Terex. Under the merger terms each REV share was converted into 0.9809 shares of Terex common stock and $8.71 in cash — equal to roughly 7,372.44 Terex shares plus about $65,464 in cash (approximate).
Key Details
- Transaction date: February 2, 2026; reported price per share: $0.00 (disposition/cancellation due to merger).
- Shares disposed: 5,411 and 2,105 (total 7,516).
- Consideration per REV share: 0.9809 Terex shares + $8.71 cash (per the Merger Agreement).
- Resulting approximate consideration to the reporting person: ~7,372.44 Terex shares and ~$65,464 cash.
- Filing date: February 2, 2026 (timely); no 10b5-1 plan, tax withholding, or late filing noted in the provided excerpt.
- RSU treatment: Outstanding REV restricted stock units were converted into Terex RSU awards (multiplied by 1.1309) and accrued dividend equivalents were converted to a restricted cash payment (see footnotes).
Context These dispositions are merger-driven corporate actions — not open-market sales — and reflect the conversion of REV equity and RSUs into Terex consideration under the October 29, 2025 Merger Agreement. Such filings indicate the mechanics of the deal (share conversion and cash component) rather than an individual decision to sell shares on the market.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1][F2]2026-02-02−5,411→ 2,105 total - Disposition to Issuer
Common Stock
[F1][F3]2026-02-02−2,105→ 0 total
Footnotes (3)
- [F1]On February 2, 2026, pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of October 29, 2025, by and among Terex Corporation, a Delaware corporation ("Terex"), Tag Merger Sub 1 Inc. ("Merger Sub 1"), a Delaware corporation and wholly owned subsidiary of Terex, Tag Merger Sub 2 LLC, a Delaware limited liability company and wholly owned subsidiary of Terex ("Merger Sub 2"), and REV Group, Inc. (the "Issuer"), among other things, Merger Sub 1 merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Terex (the "First Merger"). Immediately following the First Merger, Issuer merged with and into Merger Sub 2, with Merger Sub 2 continuing as the surviving corporation and a wholly owned subsidiary of Terex.
- [F2]At the effective time of the First Merger (the "Effective Time"), each outstanding share of Issuer common stock ("Issuer Common Stock") held by the reporting person as of immediately prior to the Effective Time was cancelled and converted into the right to receive from Terex (i) 0.9809 shares of Terex common stock, par value $0.01 per share ("Terex Common Stock") and (ii) $8.71 in cash without interest.
- [F3]At the Effective Time, each outstanding restricted stock unit award of the Issuer ("Issuer RSU Award") held by the reporting person as of immediately prior to the Effective Time, whether or not vested, was cancelled and converted into a Terex RSU Award covering a number of shares of Terex Common Stock equal to (i) the number of shares of Issuer Common Stock subject to the Issuer RSU Award as of immediately prior to the Effective Time, multiplied by (ii) 1.1309. The dividend equivalents accrued, but unpaid, with respect to each such Issuer RSU Award were converted to a restricted cash payment ("RSU Restricted Cash Payment"). The resulting Terex RSU Awards and RSU Restricted Cash Payments are each generally subject to the same vesting criteria as the corresponding Issuer RSU Award as of immediately prior to the Effective Time.