Cerovski Thomas N 4
4 · Thermon Group Holdings, Inc. · Filed May 14, 2026
Research Summary
AI-generated summary of this filing
Thermon (THR) SVP Thomas Cerovski Receives Awards, Sells Shares
What Happened
- Thomas N. Cerovski, SVP, Global Sales at Thermon Group Holdings (THR), received equity awards on May 12, 2026: 5,397 shares from a performance award, 4,050 shares from a second performance award, and 6,956 restricted stock units (RSUs). All three awards show an acquisition price of $0.00 (awarded).
- On the same date, 7,322 shares were disposed (surrendered) to cover tax withholding associated with vesting, at a reported fair market value of $64.69 per share, generating proceeds of $473,660 (footnote F4, F5).
Key Details
- Transaction date: May 12, 2026; Form 4 filed May 14, 2026 (timely filing).
- Awards granted/acquired: 5,397 shares (performance), 4,050 shares (performance), 6,956 RSUs (new grant).
- Shares surrendered (disposed) for tax withholding: 7,322 shares at $64.69 each = $473,660.
- Notable footnotes:
- F1/F2: The performance awards were originally granted June 1, 2023; achievement certified May 12, 2026. Payouts exceeded targets (163.60% and 105.22% of targets).
- F3: The 6,956 RSUs are a new grant that vest in full on the third anniversary of the grant (one RSU = one share).
- F4: The 7,322 shares were surrendered to satisfy tax withholding upon vesting.
- F5: Sale price listed as fair market value on May 12, 2026.
- F6: Filing notes the reporting person holds 16,384 RSUs (pre-existing).
- Shares owned after the transaction: not explicitly stated in the filing; see F6 for RSU holdings.
Context
- This filing primarily reflects awards being issued (not an open-market purchase) and a routine tax-withholding disposition (shares surrendered to cover taxes). Performance-based awards converted to shares after the company’s compensation committee certified targets; the RSU grant vests over three years. Routine withholding sales on vesting are common and do not by themselves indicate broader insider buying or selling sentiment.
Insider Transaction Report
Form 4
Cerovski Thomas N
SVP, Chief Operating Officer
Transactions
- Award
Common Stock
[F1]2026-05-12+5,397→ 59,454 total - Award
Common Stock
[F2]2026-05-12+4,050→ 63,504 total - Award
Common Stock
[F3]2026-05-12+6,956→ 70,460 total - Tax Payment
Common Stock
[F4][F5][F6]2026-05-12$64.69/sh−7,322$473,660→ 63,138 total
Footnotes (6)
- [F1]On June 1, 2023, the reporting person was granted a performance unit award vesting on March 31, 2026, subject to the Issuer's compensation committee certifying the Issuer's return on invested capital performance during the applicable performance period as further specified in the equity award agreement. Of the 3,299 target shares eligible to be earned based upon the Issuer's performance for the performance period ended March 31, 2026, the reporting person actually earned 163.60%, or 5,397 shares. The Issuer's compensation committee certified the achievement of the performance goal on May 12, 2026.
- [F2]On June 1, 2023, the reporting person was granted a performance unit award vesting on March 31, 2026, subject to the Issuer's compensation committee certifying the Issuer's adjusted earnings before interest, taxes, depreciation and amortization during the applicable performance period as further specified in the equity award agreement. Of the 3,849 target shares eligible to be earned based upon the Issuer's performance for the performance period ended March 31, 2026, the reporting person actually earned 105.22%, or 4,050 shares. The Issuer's compensation committee certified the achievement of the performance goal on May 12, 2026.
- [F3]On May 12, 2026, the reporting person was granted an award of restricted stock units. Each restricted stock unit represents the right to receive, at settlement, one share of the Issuer's common stock. The award vests in full on the third anniversary of the grant date. Restricted stock units convert into shares of the Issuer's common stock on a one-for-one basis.
- [F4]These shares were surrendered for tax payment upon vesting of restricted stock units on May 12, 2026.
- [F5]Sales price is the fair market value on Tuesday, May 12, 2026.
- [F6]Includes 16,384 restricted stock units held by the reporting person.
Signature
/s/ Ryan Tarkington, Attorney-in-Fact|2026-05-14