Form 4: Terex Corp Executive Scott Posner Reports Changes in Beneficial Ownership

Scott Posner, Senior VP, Gen Counsel & Sec. of Terex Corp, reports changes in beneficial ownership of company stock due to tax withholding and grants under long-term incentive plans.

Summary

• On March 15, 2024, Scott Posner had 879 shares of common stock withheld for payment of tax liability at a price of $58.35.
• On March 15, 2024, Posner was granted 4,952 shares under a long-term incentive plan tied to total shareholder return (TSR) performance, vesting in Q1 2027.
• On March 15, 2024, Posner was granted 4,952 shares under a long-term incentive plan tied to return on invested capital (ROIC) performance, vesting in Q1 2027.
• On March 15, 2024, Posner was granted 5,333 shares under a long-term incentive plan, vesting in three equal installments on March 15, 2025, March 15, 2026, and March 15, 2027.
• On March 18, 2024, 1,007 shares of common stock were withheld for payment of tax liability at a price of $59.07.
• Following these transactions, Posner directly owns 70,659 shares of Terex Corp common stock.

Sentiment

Score: 6

Explanation: The document is neutral, detailing routine stock transactions related to executive compensation. The long-term incentive plans suggest a positive outlook for company performance, but the document itself doesn't express strong positive or negative sentiment.

Positives

• The granting of shares under long-term incentive plans aligns executive compensation with company performance, potentially incentivizing value creation for shareholders.
• The vesting of shares based on TSR and ROIC metrics suggests a focus on both shareholder returns and efficient capital allocation.

Risks

• The value of the granted shares is contingent on Terex Corp's future performance, and there is no guarantee that the performance targets will be met.
• The number of shares granted under the TSR and ROIC plans is subject to adjustment based on the actual performance achieved, which could result in a lower or higher number of shares vesting.

Future Outlook

The executive's future stock ownership is tied to the company's performance through long-term incentive plans, with vesting contingent on achieving TSR and ROIC targets.

Industry Context

Executive compensation packages often include stock grants and performance-based incentives to align management's interests with those of shareholders. The use of TSR and ROIC as performance metrics is common in the industry.

Comparison to Industry Standards

• Companies like Caterpillar (CAT) and Deere & Company (DE) also utilize long-term incentive plans with performance-based metrics such as TSR and ROIC for executive compensation.
• The vesting schedules and performance targets are typically designed to be challenging but achievable, reflecting industry best practices in executive compensation.

Stakeholder Impact

• Shareholders: The executive's stock ownership is aligned with shareholder interests through performance-based incentives.
• Employees: The long-term incentive plans may motivate employees to contribute to the company's success.
• Management: The executive's compensation is tied to the company's performance, incentivizing value creation.

Next Steps

• Monitor Terex Corp's performance against the TSR and ROIC targets to assess the potential vesting of the performance-based stock grants.
• Track future Form 4 filings to observe any further changes in the executive's beneficial ownership.

Key Dates