Form 4: REV Group CEO Converts Shares in Terex Merger

Mark A. Skonieczny Jr., President & CEO of REV Group, Inc., converted his holdings of REV Group common stock and equity awards into Terex Corporation securities and cash following the merger effective February 2, 2026.

Summary

• Mark A. Skonieczny Jr., President & CEO and Director of REV Group, Inc., reported changes in beneficial ownership due to the merger with Terex Corporation.
• The merger, effective February 2, 2026, involved REV Group, Inc. becoming a wholly-owned subsidiary of Terex Corporation.
• Skonieczny Jr. disposed of 329,025 shares of REV Group Common Stock, which were converted into Terex Common Stock and cash.
• Outstanding performance stock unit awards (PSU), restricted share awards (RSA), and restricted stock unit awards (RSU) of REV Group were also converted into Terex equity awards and restricted cash payments.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a positive development for the reporting person and former REV Group shareholders, as it confirms the successful execution of a strategic merger and the conversion of their holdings into a larger, potentially more diversified entity.

Positives

• The completion of the merger indicates a successful strategic transaction for former REV Group, Inc. shareholders.
• The conversion of equity awards into Terex securities allows for continued participation in the combined entity's future performance.

Negatives

• REV Group, Inc. common stock is no longer publicly traded, as it has become a wholly-owned subsidiary of Terex Corporation.
• Existing REV Group shareholders no longer hold direct equity in REV Group, Inc.

Future Outlook

This Form 4 does not provide forward-looking statements or guidance for the combined entity, as it is a historical report of a completed transaction.

Industry Context

StockSavvy.ai notes that this filing confirms the successful completion of the acquisition of REV Group by Terex Corporation, a move that consolidates market share in the specialized vehicle manufacturing sector. This trend of consolidation is common in mature industries seeking economies of scale and broader product portfolios, as seen with other industrial equipment manufacturers expanding their offerings.

Comparison to Industry Standards

• The merger consideration, a mix of stock and cash, is a common structure for acquisitions, allowing target shareholders to participate in the acquirer's future while providing immediate liquidity. For example, similar structures were observed in the acquisition of Rockwell Collins by United Technologies, offering a blend of cash and stock.
• The conversion ratios for equity awards, particularly the adjustment factors (e.g., 1.1309 for PSUs/RSUs), reflect the agreed-upon exchange terms and often include a premium or adjustment to account for the acquirer's valuation and deal specifics, comparable to how employee equity is handled in large tech mergers like Salesforce's acquisition of Slack.

Management Changes

Stakeholder Impact

• Shareholders (REV Group): Received a mix of Terex common stock and cash for their shares, no longer hold direct equity in REV Group.
• Employees (REV Group, including management): Equity awards converted into Terex equity awards, generally maintaining vesting criteria, indicating continuity for compensation structures.
• Customers/Suppliers (REV Group): Operations now under Terex Corporation, potentially leading to integration benefits or changes in business relationships.

Next Steps

• Former REV Group shareholders now hold Terex Corporation common stock and/or cash.
• The reporting person, Mark A. Skonieczny Jr., now holds Terex equity awards subject to original vesting criteria.

Key Dates

Keywords

REV Group, REVG, Terex Corporation, Merger, Acquisition, Form 4, Insider Trading, Equity Conversion, Stock Units, Restricted Stock, CEO, Mark A. Skonieczny Jr.