Steele Kathleen M. 4

What Happened

• Kathleen M. Steele, a director of REV Group, recorded dispositions on 2026-02-02 totaling 10,823 REV Group shares (8,718 + 2,105). The Form 4 shows $0.00 per-share because the shares were cancelled/surrendered to the issuer as part of the company’s merger, not sold in the open market.
• Under the Merger Agreement, each REV share was converted into 0.9809 shares of Terex common stock plus $8.71 cash. As a result, the surrendered 10,823 REV shares yielded approximately 10,616.28 Terex shares and $94,268.33 in cash.

Key Details

• Transaction date: February 2, 2026 (filed same day).
• Reported disposition lines: 8,718 shares and 2,105 shares (both shown at $0.00 per share in the Form 4).
• Merger consideration per REV share: 0.9809 Terex shares + $8.71 cash.
• Approximate proceeds from the conversion: ~10,616.28 Terex shares and $94,268.33 cash (computed from the reported conversion terms).
• Shares owned after transaction: not specified in the provided filing excerpt.
• Filing timeliness: filed for the same date as the transactions (timely).
• Footnotes: F1–F3 explain the October 29, 2025 Merger Agreement and the share/RSU conversion mechanics (including RSU conversion multiplier and treatment of dividend equivalents).

Context

• This was not an open-market sale but a mandatory conversion/cancellation of REV securities under the Terex merger. For RSU holders, the filing notes RSUs were converted into Terex RSUs (1.1309 multiplier) and accrued dividend equivalents were paid in restricted cash; those mechanics can affect future vesting and cash receipts.