Sayward Shelley E. 4

What Happened

• Shelley Sayward, Senior Vice President & General Counsel of Casella Waste Systems (CWST), was awarded 1,654 Restricted Stock Units (RSUs) on 2026-03-12 and, on the same date and on 2026-03-16, sold a total of 491 shares in open-market transactions. The sales were 129 shares at $89.71 (≈ $11,573) and 362 shares at $87.73 (≈ $31,758), totaling about $43,331. The RSU grant was recorded at $0 as a contingent award.

Key Details

• Transactions reported for period 2026-03-12; Form 4 filed 2026-03-16.
• Award: 1,654 RSUs (footnote F1). Each RSU converts to one share when vested; RSUs vest in three equal annual installments beginning March 12, 2027.
• Sales: 129 shares @ $89.71 (03/12) and 362 shares @ $87.73 (03/16), total proceeds ≈ $43,331 (footnote F2).
• Footnote F2: The sales were "sell-to-cover" transactions to satisfy tax withholding on vested RSUs, executed under an automatic instruction adopted Aug 2, 2023 — not discretionary sales.
• Shares owned after the transaction are not specified in the provided excerpt.
• Filing note: Form 4 was filed March 16 reporting March 12 transactions. Form 4s are generally due within two business days; the filing excerpt does not include a late-filing flag.

Context

• The primary corporate action is an equity award (RSUs). RSUs are not immediate share purchases — they represent a future right to receive shares as they vest.
• The sales were routine sell-to-cover transactions to meet tax obligations tied to RSUs, which is common and does not necessarily indicate a change in insider sentiment.
• For retail investors, awards signal continued use of equity compensation; routine sell-to-cover is administrative.