Form 4: Clean Harbors Executive Receives Stock Awards
Insider Transaction Report
Clean Harbors' President & EVP Facilities, Rebecca Underwood, reported the acquisition of restricted stock awards and a tax-related disposition of shares.
Summary
- Rebecca Underwood, President & EVP Facilities of Clean Harbors Inc. (CLH), reported changes in her beneficial ownership.
- On February 1, 2026, she acquired 2,513 shares of Common Stock as a Performance-Based Restricted Stock Award with a price of $0. These shares will vest 50% on March 15, 2028, and 50% on March 15, 2029, contingent on achieving certain goals during the performance period of January 1, 2027, through December 31, 2027.
- Also on February 1, 2026, she acquired 838 shares of Common Stock as a Restricted Stock Award with a price of $0. These shares will vest 25% annually on February 1, 2027; 25% on February 1, 2028; 25% on February 1, 2029; and 25% on February 1, 2030.
- On February 2, 2026, 425 shares of Common Stock were disposed of at a price of $259.91 to cover tax liabilities related to the vesting of securities.
- Following these transactions, Rebecca Underwood beneficially owns 20,210 shares of Clean Harbors Inc. Common Stock.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a moderately positive development, reflecting standard executive compensation practices that align management's interests with long-term shareholder value through equity awards.
Positives
- Rebecca Underwood received a Performance-Based Restricted Stock Award of 2,513 shares, aligning her incentives with company performance.
- She also received a Restricted Stock Award of 838 shares, increasing her long-term equity stake in the company.
- Her total beneficial ownership increased from 16,859 shares to 20,210 shares after all reported transactions.
Negatives
- 425 shares of Common Stock were disposed of to cover tax liabilities, representing a reduction in direct holdings.
Future Outlook
The filing details future vesting schedules for restricted stock awards, indicating a long-term incentive structure for the executive, with vesting dates extending through February 2030 and performance periods through December 2027.
Industry Context
StockSavvy.ai notes that executive stock awards, particularly performance-based ones, are a common practice across industries to align management incentives with shareholder interests and long-term company performance. This type of compensation structure is prevalent in the environmental services and waste management sector, where long-term strategic planning and operational efficiency are critical.
Stakeholder Impact
- Shareholders: The awards align executive incentives with shareholder value creation over the long term. The disposition for tax purposes is a routine event and does not indicate a lack of confidence.
- Management: The awards serve as a retention and incentive mechanism for Rebecca Underwood.
Next Steps
- Achievement of certain performance goals during the period of January 1, 2027, through December 31, 2027, for the performance-based restricted stock award.
- Vesting of 25% of the restricted stock award shares on February 1, 2027, 2028, 2029, and 2030.
- Vesting of 50% of the performance-based restricted stock award shares on March 15, 2028, and March 15, 2029.
Key Dates
| Date | Description |
|---|---|
| 02/01/2026 | Date of acquisition of Performance-Based Restricted Stock Award and Restricted Stock Award. |
| 02/02/2026 | Date of disposition of shares for tax liability. |
| 02/03/2026 | Date the Form 4 was signed. |
| 01/01/2027 | Start of performance period for Performance-Based Restricted Stock Award. |
| 02/01/2027 | First vesting date for 25% of the 838 Restricted Stock Award shares. |
| 12/31/2027 | End of performance period for Performance-Based Restricted Stock Award. |
| 02/01/2028 | Second vesting date for 25% of the 838 Restricted Stock Award shares. |
| 03/15/2028 | First vesting date for 50% of the 2,513 Performance-Based Restricted Stock Award shares. |
| 02/01/2029 | Third vesting date for 25% of the 838 Restricted Stock Award shares. |
| 03/15/2029 | Second vesting date for 50% of the 2,513 Performance-Based Restricted Stock Award shares. |
| 02/01/2030 | Fourth vesting date for 25% of the 838 Restricted Stock Award shares. |
Recommendation
holdThis Form 4 filing details routine executive compensation activities, specifically the grant of restricted stock awards and a tax-related disposition. While the awards increase the executive's long-term stake and align incentives, these transactions are not indicative of new fundamental company performance or strategic shifts that would warrant a change in an investor's current position. Therefore, a 'hold' recommendation is appropriate as the filing does not present new information to alter the investment thesis.
Keywords
Clean Harbors, CLH, Rebecca Underwood, SEC Form 4, Insider Trading, Restricted Stock Award, Performance-Based Award, Beneficial Ownership, Executive Compensation, Stock Vesting
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