Form 4: Clean Harbors EVP Reports Stock Awards, Tax Disposition
Insider Transaction Report
Clean Harbors EVP Charles H. Geer II reported recent acquisitions of restricted stock awards and a tax-related disposition of common stock.
Summary
- Charles H. Geer II, EVP, Industrial Services at Clean Harbors Inc. (CLH), reported transactions involving the company's common stock.
- On February 2, 2026, Mr. Geer disposed of 197 shares of common stock at a price of $259.91 per share to satisfy tax liabilities related to the vesting of securities.
- Following this disposition, Mr. Geer's direct beneficial ownership was 8,617 shares.
- On February 1, 2026, Mr. Geer acquired 1,843 shares of common stock as a performance-based restricted stock award, with a transaction price of $0.
- These performance-based awards are scheduled to vest 50% on March 15, 2028, and 50% on March 15, 2029, contingent on achieving specific goals during the performance period of January 1, 2027, through December 31, 2027.
- Also on February 1, 2026, Mr. Geer acquired an additional 503 shares of common stock as a restricted stock award, with a transaction price of $0.
- These restricted stock awards will vest in four equal annual installments of 25% on February 1, 2027, February 1, 2028, February 1, 2029, and February 1, 2030.
- After all reported transactions, Mr. Geer's direct beneficial ownership of Clean Harbors common stock increased to 10,963 shares.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this filing as moderately positive, reflecting an executive's increased equity stake and alignment with future company performance through long-term incentive awards, which is generally favorable for shareholder confidence.
Positives
- The acquisition of 1,843 performance-based restricted stock awards aligns executive incentives with future company performance.
- The grant of 503 restricted stock awards further increases the executive's stake and long-term commitment to the company.
- The increase in beneficial ownership to 10,963 shares demonstrates continued executive confidence and alignment with shareholder interests.
Negatives
- The disposition of 197 shares was a routine transaction for tax withholding purposes and does not indicate a negative outlook or reduction in overall stake beyond tax obligations.
Risks
- Vesting of the 1,843 performance-based restricted stock awards is contingent on achieving specific company goals during the performance period of January 1, 2027, through December 31, 2027, introducing a performance risk for the executive to fully realize the award.
Future Outlook
The future outlook for Charles H. Geer II's equity holdings is tied to the vesting schedules of the recently acquired restricted stock awards. A significant portion of these awards, particularly the performance-based ones, are contingent on Clean Harbors achieving specific company goals during the 2027 performance period, with vesting extending through March 2029. The regular restricted stock awards will vest annually through February 2030.
Industry Context
StockSavvy.ai notes that the granting of restricted stock awards, including performance-based incentives, is a common practice across industries to align executive compensation with long-term shareholder value and company performance. Such grants are standard components of executive compensation packages designed to retain key talent and motivate achievement of strategic objectives.
Stakeholder Impact
- Shareholders: The increased equity ownership by a key executive, particularly through performance-based awards, suggests stronger alignment of management's interests with long-term shareholder value creation.
- Employees: The executive's continued commitment may signal stability and confidence in the company's future direction.
Next Steps
- Achievement of specific company goals during the performance period of January 1, 2027, through December 31, 2027, for the performance-based restricted stock awards.
- Vesting of 25% of the 503 restricted stock awards on February 1, 2027.
- Vesting of 25% of the 503 restricted stock awards on February 1, 2028.
- Vesting of 50% of the 1,843 performance-based restricted stock awards on March 15, 2028.
- Vesting of 25% of the 503 restricted stock awards on February 1, 2029.
- Vesting of 50% of the 1,843 performance-based restricted stock awards on March 15, 2029.
- Vesting of 25% of the 503 restricted stock awards on February 1, 2030.
Key Dates
| Date | Description |
|---|---|
| 02/01/2026 | Date of earliest transaction reported, including acquisition of performance-based and regular restricted stock awards. |
| 02/02/2026 | Date of disposition of common stock for tax liability. |
| 02/03/2026 | Signature date of the reporting person on the Form 4 filing. |
| 02/01/2027 | First vesting date (25%) for the 503 restricted stock awards. |
| 01/01/2027 | Start of the performance period for the 1,843 performance-based restricted stock awards. |
| 12/31/2027 | End of the performance period for the 1,843 performance-based restricted stock awards. |
| 02/01/2028 | Second vesting date (25%) for the 503 restricted stock awards. |
| 03/15/2028 | First vesting date (50%) for the 1,843 performance-based restricted stock awards. |
| 02/01/2029 | Third vesting date (25%) for the 503 restricted stock awards. |
| 03/15/2029 | Second vesting date (50%) for the 1,843 performance-based restricted stock awards. |
| 02/01/2030 | Fourth and final vesting date (25%) for the 503 restricted stock awards. |
Recommendation
holdThis Form 4 filing details routine insider transactions related to executive compensation, specifically the grant of restricted stock awards and a tax-related disposition. While the increased executive ownership is a positive signal of alignment, these transactions are not typically indicative of significant changes in the company's fundamental outlook or immediate operational performance. Therefore, a 'hold' recommendation is appropriate, as this filing alone does not provide sufficient new information to warrant a change in investment thesis.
Keywords
Clean Harbors, CLH, Insider Transaction, Form 4, Restricted Stock Award, Performance-Based Award, Executive Compensation, Stock Ownership, Charles H. Geer II
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