Shanahan Kathleen M 4

What Happened

• Kathleen M. Shanahan, a director of Great Lakes Dredge & Dock Corporation (GLDD), had 76,375 common shares converted into cash at $17.00 per share as part of the company’s merger with Saltchuk Resources — generating approximately $1,298,375.
• The filing also shows derivative activity: a grant of 1,485 Deferred Stock Units (DSUs) on March 31, 2026 (recorded at $0) and the disposition/cancellation of 10,336 DSUs. Under the merger terms, outstanding DSUs were converted into cash equal to the underlying shares × $17 (10,336 DSUs ≈ $175,712; 1,485 DSUs ≈ $25,245 if converted).

Key Details

• Transaction dates: DSU grant and DSU disposition recorded 2026-03-31; common-stock conversion (change in control) effective 2026-04-01.
• Price / consideration: Merger consideration = $17.00 per common share (cash, no interest, subject to withholding).
• Value: 76,375 shares × $17 ≈ $1,298,375; 10,336 DSUs × $17 ≈ $175,712 (1,485 DSUs × $17 ≈ $25,245).
• Shares owned after transaction: No common shares reported after the Effective Time (outstanding common stock was cancelled and converted); DSUs were cancelled/converted to cash.
• Notable footnotes: Transactions arose from the Agreement and Plan of Merger (Saltchuk merger). DSUs were granted under the issuer’s Director Deferral Plan and then converted/cancelled at the Effective Time.
• Filing timeliness: Report filed 2026-04-01 for a period ending 2026-03-31 — the filing reflects the merger effective date and appears timely.

Context

• These are merger-related conversions, not open-market sales or exercises; each share and DSU was converted into a fixed cash payment per the merger agreement. Such filings document the mechanical conversion of equity and deferred awards into cash and do not, by themselves, indicate the insider’s market view.