Form 4: Terex Grants VP CAO Joseph LaDue 2,340 Restricted Stock Units

Terex Corporation's VP CAO and Controller, Joseph LaDue, was granted 2,340 restricted stock units, with vesting tied to continued employment and company performance.

Summary

• Joseph LaDue, VP CAO and Controller of Terex Corporation (TEX), was granted a total of 2,340 Restricted Stock Units (RSUs) on March 15, 2026.
• One grant of 1,755 RSUs will vest in three equal annual installments on March 15, 2027, March 15, 2028, and March 15, 2029, contingent on continued employment.
• A second grant of 585 RSUs is performance-based, vesting in the first quarter of 2029 if Terex achieves targeted Return on Invested Capital (ROIC) in 2026, 2027, and 2028.
• The number of performance-based RSUs is subject to adjustment based on ROIC attainment.
• Following these transactions, LaDue beneficially owns 20,516 securities, including previously reported RSUs.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a routine and positive development for corporate governance, as it aligns executive incentives with long-term shareholder value through standard equity compensation practices.

Positives

• The RSU grants align management's interests with shareholder value through long-term incentives.
• Performance-based RSUs (585 units) are tied to achieving targeted Return on Invested Capital (ROIC), promoting financial discipline and growth.

Negatives

• The issuance of new RSUs, while standard for executive compensation, represents a minor potential for future share dilution upon vesting.

Risks

• The vesting of 1,755 RSUs is contingent on Joseph LaDue's continued employment, posing a risk if employment ceases before vesting dates.
• The vesting of 585 performance-based RSUs is subject to the company achieving targeted Return on Invested Capital (ROIC) in 2026, 2027, and 2028, meaning these units may not fully vest if performance targets are not met.

Future Outlook

The filing indicates a future outlook tied to executive retention and company performance. A portion of the RSUs will vest over the next three years, contingent on Joseph LaDue's continued employment. Another portion is performance-based, requiring Terex to achieve targeted Return on Invested Capital (ROIC) in 2026, 2027, and 2028 for vesting in the first quarter of 2029.

Management Comments

• The shares represent 1,755 restricted stock units ("RSUs") issued by Issuer pursuant to one of its long-term incentive plans. Each RSU represents a contingent right to receive one share of the Issuer's common stock. The RSUs will vest as follows: 1/3 on March 15, 2027; 1/3 on March 15, 2028; and 1/3 on March 15, 2029, subject to the Reporting Person's continued employment with the Issuer on each such vesting date.
• The shares represent 585 restricted stock units ("RSUs") issued by Issuer pursuant to one of its long-term incentive plans. Each RSU represents a contingent right to receive one share of the Issuer's common stock. The RSUs will vest in the first quarter of 2029 if the Company achieves a targeted return on invested capital ("ROIC") in each of 2026, 2027 and 2028. The number of RSUs in this grant are subject to adjustment, up or down, based upon attainment above or below the targeted ROIC.

Industry Context

StockSavvy.ai notes that the granting of Restricted Stock Units (RSUs) to key executives like Joseph LaDue is a standard practice in the industrial machinery and equipment sector, where Terex operates. This compensation structure is widely used to attract, retain, and incentivize top talent by aligning their long-term financial interests with the company's performance and shareholder value creation. The inclusion of performance-based vesting tied to Return on Invested Capital (ROIC) is a common mechanism to drive strategic financial objectives within the industry.

Comparison to Industry Standards

• The use of Restricted Stock Units (RSUs) as a component of executive compensation is a common practice across the industrial sector, including peers like Caterpillar Inc. (CAT) and Deere & Company (DE), which also utilize equity awards to incentivize long-term performance and retention.
• Tying a portion of RSU vesting to specific financial metrics like Return on Invested Capital (ROIC) is consistent with best practices in corporate governance, similar to how companies like Illinois Tool Works Inc. (ITW) and Parker-Hannifin Corporation (PH) link executive incentives to operational and financial performance targets.
• The multi-year vesting schedule (up to 2029) for these RSUs is typical for long-term incentive plans, designed to ensure executive commitment over several fiscal periods, mirroring structures seen in many S&P 500 industrial companies.

Corporate Governance

Stakeholder Impact

• Shareholders: Potential for long-term value creation through incentivized management performance and minor future dilution from RSU vesting.
• Employees: Reinforces the company's commitment to executive retention and performance-based compensation, potentially setting a precedent for broader incentive programs.

Next Steps

• Joseph LaDue's continued employment with Terex Corporation is required for the time-based RSUs to vest on March 15, 2027, March 15, 2028, and March 15, 2029.
• Terex Corporation must achieve targeted Return on Invested Capital (ROIC) in 2026, 2027, and 2028 for the performance-based RSUs to vest in the first quarter of 2029.

Key Dates

Recommendation

This Form 4 filing details a routine executive compensation grant and does not contain information that would fundamentally alter the investment thesis for Terex Corporation. While the grants align management incentives, they are an expected part of corporate governance and do not provide new insights into operational performance or strategic direction that would warrant a change in investment recommendation.

Keywords

Terex Corporation, TEX, Joseph LaDue, Restricted Stock Units, RSU, Executive Compensation, Long-Term Incentive Plan, Return on Invested Capital, ROIC, Insider Transaction, Form 4, Corporate Governance