MasTec (MTZ) Director Jorge Mas Pledges 1,099,335 Shares in Forward Sale

What Happened

• Jorge Mas, a director of MasTec, reported derivative transactions tied to a prepaid variable forward sale: 1,099,335 MasTec shares were listed as pledged collateral under the amended forward sale agreement. The Form 4 shows an "other acquisition or disposition (J)" entry for 1,099,335 derivative shares (one acquisition and one disposition entry reflecting the amended agreement). No per-share price was reported (N/A) because settlement may be in cash or stock based on formulas in the contract. The reporting person retains beneficial ownership and voting rights in the pledged shares.

Key Details

• Transaction date: August 11, 2026; Form 4 filed August 13, 2026 (timely).
• Shares involved: 1,099,335 common shares pledged as collateral (derivative entries; price N/A).
• Settlement mechanics: Pledged shares are split into two tranches with valuation-based settlement. If the VWAP on a tranche valuation date is:
  • ≤ Tranche 1 Floor $246.5096 or Tranche 2 Floor $157.3441 → all pledged shares for that component are delivered;
  • between Floor and Cap → delivered shares are Floor/Valuation Price × pledged shares;

  • Cap (Tranche 1 Cap $350.5914; Tranche 2 Cap $243.0093) → delivered shares are calculated using a capped formula described in the filing.

• Valuation/exercise dates for tranche components fall between August 16, 2027 and September 1, 2028.
• Shares of record are owned by Jorge Mas Holdings I, LLC; Jorge Mas controls that entity and retains beneficial ownership and voting rights for the pledged shares per the filing.

Context

• This is a derivative/pledge related to a prepaid variable forward sale (not an open-market sale or a purchase). Such arrangements allow the holder to receive cash up front while leaving settlement flexible (cash or shares) later, and do not necessarily indicate a change in the insider’s view of the stock. The filing shows no outright sale of beneficial ownership — the reporting person still beneficially owns the shares subject to the agreement.