Battles Michael Louis 4

What Happened
Michael Louis Battles, Co-CEO and director of Clean Harbors (CLH), was granted two restricted stock awards on 2026-02-01 totaling 20,980 shares (10,290 and 10,690 shares). On 2026-02-02, 5,205 shares were disposed to satisfy tax withholding obligations at an effective price of $259.91 per share, generating approximately $1,352,832. The grants are reported as awards (code A) and the withholding as a tax-payment disposal (code F).

Key Details

• Transaction dates and prices:
  • 2026-02-01: Award of 10,290 shares @ $0.00 (grant)
  • 2026-02-01: Award of 10,690 shares @ $0.00 (grant)
  • 2026-02-02: 5,205 shares withheld/disposed @ $259.91 = $1,352,832 (tax withholding)
• Shares owned after transaction: Not specified in the Form 4 filing.
• Footnotes:
  • F1: Withholding of securities to pay tax liability incident to vesting (in accordance with Rule 16b-3).
  • F2: Performance-based restricted stock award — vests 50% on 3/15/2028 and 50% on 3/15/2029, contingent on goals during 1/1/2027–12/31/2027.
  • F3: Restricted stock award vesting 25% on each of Feb 1 in 2027, 2028, 2029, and 2030.
• Filing timeliness: Form 4 filed 2026-02-03 for transactions on 2026-02-01 and 2026-02-02; appears to be timely (Form 4s are due within two business days).

Context
The awards are restricted/performance-based grants, not open-market purchases; the 5,205-share disposal was a tax-withholding event (routine) rather than a voluntary market sale. Performance-based vesting means a portion of the shares will vest only if specified goals are met in the stated performance period. Transaction codes: A = award/grant (acquisition), F = tax withholding (disposal).