CASELLA JOHN W 4
4 · CASELLA WASTE SYSTEMS INC · Filed Mar 16, 2026
Research Summary
AI-generated summary of this filing
Casella Waste (CWST) Director John W. Casella Sells Shares, Receives RSUs
What Happened
- John W. Casella, a director of Casella Waste Systems, Inc. (CWST), received an award of 5,513 Restricted Stock Units (RSUs) on 2026-03-12 and sold a total of 2,707 Class A shares in open-market transactions on 2026-03-12 and 2026-03-16.
- Sales: 963 shares sold on 2026-03-12 at $90.06 for $86,728 (sell-to-cover for tax withholding); 1,744 shares sold on 2026-03-16 at a weighted average price of $87.77 for $153,071. Total proceeds from sales ≈ $239,799.
- Award: 5,513 RSUs granted on 2026-03-12 (valued at $0 in the filing because RSUs are contingent rights to shares). RSUs vest in three equal annual installments beginning March 12, 2027.
Key Details
- Transaction dates and prices:
- 2026-03-12: RSU grant (5,513 RSUs); sale of 963 shares @ $90.06 (F2: sell-to-cover).
- 2026-03-16: sale of 1,744 shares @ weighted avg $87.77 (F3: sales ranged $87.77–$87.85).
- Shares owned after transaction: Not specified in the provided Form 4 excerpt.
- Notable footnotes:
- F1: RSUs represent contingent rights to one share each; vesting over three years (starting 3/12/2027).
- F2: 3/12 sale was an automatic "sell-to-cover" to satisfy tax withholding (instruction set 8/22/2023) — not a discretionary sale.
- F3: Weighted-average sale price disclosed; issuer or holder can provide per-price breakdown on SEC staff request.
- F4–F6: Some holdings are held in spousal lifetime access trusts or by spouse; Mr. Casella disclaims beneficial ownership to the extent he lacks pecuniary interest.
- Filing timeliness: Report was filed on 2026-03-16 for transactions dated 2026-03-12 and 2026-03-16 — appears timely under Form 4 rules (filed within the required period).
Context
- The RSU grant is a compensation award and will convert to shares as it vests; those future vestings may trigger additional sell-to-cover transactions for tax obligations.
- The 3/12 sale was a routine sell-to-cover (tax withholding), not necessarily a signal of investment intent. The 3/16 sale appears to be an open-market disposal reported with a weighted average price.
Insider Transaction Report
Form 4
CASELLA JOHN W
Director
Transactions
- Award
Class A Common Stock
[F1]2026-03-12+5,513→ 33,502 total - Sale
Class A Common Stock
[F2]2026-03-12$90.06/sh−963$86,728→ 32,539 total - Sale
Class A Common Stock
[F2][F3]2026-03-16$87.77/sh−1,744$153,071→ 30,795 total
Holdings
- 137,000(indirect: by SLAT 2)
Class B Common Stock
[F4] - 134,000(indirect: By SLAT)
Class B Common Stock
[F5] - 166,000
Class B Common Stock
- 694(indirect: By Spouse)
Class A Common Stock
[F6] - 57,100(indirect: By Spouse)
Class B Common Stock
[F6]
Footnotes (6)
- [F1]Represents the award of Restricted Stock Units (RSUs) under the Casella Waste Systems, Inc. Amended and Restated 2016 Incentive Plan. Each RSU represents a contingent right to receive one share of Casella's Class A Common Stock. RSUs vest in three equal annual installments beginning on March 12, 2027.
- [F2]Represents the sale of shares of Class A Common Stock pursuant to a "sell-to-cover" transaction in order to satisfy tax withholding obligations in connection with the vesting of RSUs previously granted to the reporting person. This sale was effected pursuant to an automatic sell-to-cover instruction adopted by the reporting person on August 22, 2023 and does not represent a discretionary sale by the reporting person.
- [F3]Represents the weighted average sales price for shares sold in multiple transactions, ranging from $87.77 to $87.85. Upon request of the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, the reporting person will provide full information regarding the number of shares sold at each separate price.
- [F4]Held by the Spousal Lifetime Access Trust for the benefit of Mr. Casella ("SLAT 2"). Mr. Casella is the trustee of the SLAT 2.
- [F5]Held by the Spousal Lifetime Access Trust for the benefit of Mr. Casella's spouse ("SLAT"). Mr. Casella's spouse is the trustee of the SLAT. Mr. Casella disclaims beneficial ownership of the securities indicated to the extent to which he does not have an actual pecuniary interest in such securities.
- [F6]Held by Mr. Casella's spouse. Mr. Casella disclaims beneficial ownership of the securities indicated to the extent to which he does not have an actual pecuniary interest in such securities.
Signature
/s/ John W. Casella|2026-03-16