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CECO Environmental (CECO) CEO logs routine tax-withholding share transaction

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

CECO Environmental CEO Todd R. Gleason reported a routine tax-related share disposition. On this Form 4, 2,110 shares of common stock were withheld at $59.58 per share to cover tax liabilities from vesting restricted stock units. After this net settlement, he directly holds 450,688 common shares.

He also has significant equity incentives, including stock options on 316,902 shares at $6.36, 598,204 shares at $12.72, and smaller grants at higher exercise prices, plus performance-based restricted stock units covering 225,000 and 150,000 shares that may convert in 2027 and 2029 if employment and stock price targets are met.

Positive

  • None.

Negative

  • None.

Insights

Filing shows routine tax withholding, not an open-market sale.

The Form 4 for CECO Environmental CEO Todd R. Gleason reports an F-code transaction, where 2,110 shares were withheld at $59.58 to satisfy tax obligations from RSU vesting. This is a mechanical step tied to compensation, not a discretionary trade.

Following the withholding, he still directly owns 450,688 common shares and holds substantial stock options and performance-based RSUs with exercise prices from $6.36 to $57.06. The filing also notes performance RSUs that can convert in 2027 and 2029 if employment and stock price conditions are achieved.

Insider Gleason Todd R
Role Chief Executive Officer
Type Security Shares Price Value
Tax Withholding Common Stock 2,110 $59.58 $126K
holding Stock Option (right to buy) -- -- --
holding Stock Option (right to buy) -- -- --
holding Stock Option (right to buy) -- -- --
holding Stock Option (right to buy) -- -- --
holding Stock Option (right to buy) -- -- --
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 450,688 shares (Direct); Stock Option (right to buy) — 316,902 shares (Direct); Restricted Stock Units — 225,000 shares (Direct); Common Stock — 444 shares (Indirect, By first son)
Footnotes (1)
  1. Reflects shares withheld for net settlement to cover the tax liability for the vesting of restricted stock units. The stock option vested in four installments beginning on June 6, 2021, and expires on June 6, 2027. The stock option vests in three equal annual installments beginning on March 15, 2025, and expires on March 15, 2034. The stock option vests in three equal annual installments beginning on March 17, 2026, and expires on March 17, 2035. The stock option vests in three equal annual installments beginning on March 16, 2027 and expires on March 16, 2036. Represents performance-based restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the Company's stock. Conversion of restricted stock units to the Company's common stock will occur on July 5, 2027 assuming the reporting person is still employed by the Company and if the shares of the Company's common stock have achieved certain stock price targets over the course of the performance period. Conversion of restricted stock units to the Company's common stock will occur on June 4, 2029 assuming the reporting person is still employed by the Company and if the shares of the Company's common stock have achieved certain stock price targets over the course of the performance period.
Tax-withheld shares 2,110 shares at $59.58 Shares withheld to cover RSU tax liability on 2026-03-31
Common shares owned 450,688 shares Direct common stock ownership after transaction
Stock options at $6.36 316,902 underlying shares Stock option (right to buy) exercise price $6.36
Stock options at $12.72 598,204 underlying shares Stock option (right to buy) exercise price $12.72
Performance RSUs 2027 225,000 units Performance-based RSUs convertible on July 5, 2027 if conditions met
Performance RSUs 2029 150,000 units Performance-based RSUs convertible on June 4, 2029 if conditions met
Restricted Stock Units financial
"Reflects shares withheld for net settlement to cover the tax liability for the vesting of restricted stock units."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
performance-based restricted stock units financial
"Represents performance-based restricted stock units. Each restricted stock unit represents a contingent right to receive one share"
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
exercise price financial
"The stock option vested in four installments beginning on June 6, 2021, and expires on June 6, 2027."
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
net settlement financial
"Reflects shares withheld for net settlement to cover the tax liability for the vesting of restricted stock units."
stock price targets financial
"if the shares of the Company's common stock have achieved certain stock price targets over the course of the performance period."
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Gleason Todd R

(Last)(First)(Middle)
5080 SPECTRUM DRIVE
SUITE 800E

(Street)
ADDISON TEXAS 75001

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CECO ENVIRONMENTAL CORP [ CECO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock03/31/2026F(1)2,110D$59.58450,688D
Common Stock444IBy first son
Common Stock444IBy second son
Common Stock444IBy third son
Common Stock444IBy daughter
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (right to buy)$6.36 (2) (2)Common Stock316,902316,902D
Stock Option (right to buy)$12.72 (2) (2)Common Stock598,204598,204D
Stock Option (right to buy)$21.31 (3) (3)Common Stock25,44625,446D
Stock Option (right to buy)$23.5 (4) (4)Common Stock67,34767,347D
Stock Option (right to buy)$57.06 (5) (5)Common Stock17,56317,563D
Restricted Stock Units(6) (7) (7)Common Stock225,000225,000D
Restricted Stock Units(6) (8) (8)Common Stock150,000150,000D
Explanation of Responses:
1. Reflects shares withheld for net settlement to cover the tax liability for the vesting of restricted stock units.
2. The stock option vested in four installments beginning on June 6, 2021, and expires on June 6, 2027.
3. The stock option vests in three equal annual installments beginning on March 15, 2025, and expires on March 15, 2034.
4. The stock option vests in three equal annual installments beginning on March 17, 2026, and expires on March 17, 2035.
5. The stock option vests in three equal annual installments beginning on March 16, 2027 and expires on March 16, 2036.
6. Represents performance-based restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the Company's stock.
7. Conversion of restricted stock units to the Company's common stock will occur on July 5, 2027 assuming the reporting person is still employed by the Company and if the shares of the Company's common stock have achieved certain stock price targets over the course of the performance period.
8. Conversion of restricted stock units to the Company's common stock will occur on June 4, 2029 assuming the reporting person is still employed by the Company and if the shares of the Company's common stock have achieved certain stock price targets over the course of the performance period.
/s/ Kiril Kovachev as Attorney-in-Fact for Todd Gleason04/02/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did CECO (CECO) disclose in this Form 4?

CECO reported that CEO Todd R. Gleason had 2,110 shares of common stock withheld at $59.58 per share to cover tax liabilities from vesting restricted stock units. This is coded as an F transaction, indicating tax-withholding disposition, not an open-market sale.

How many CECO (CECO) shares does the CEO hold after this transaction?

After the tax-withholding event, CEO Todd R. Gleason directly holds 450,688 shares of CECO common stock. This figure reflects his remaining direct ownership following the net settlement of restricted stock units used to satisfy his related tax obligations.

What stock options does the CECO (CECO) CEO have outstanding?

The CEO holds several stock option awards, including options on 316,902 shares at $6.36 and 598,204 shares at $12.72 per share, plus smaller grants at higher exercise prices. These options provide the right to buy CECO common stock at preset prices.

What performance-based RSUs are reported for CECO (CECO) CEO Todd R. Gleason?

He holds performance-based restricted stock units on 225,000 and 150,000 shares. These RSUs may convert into common stock on July 5, 2027 and June 4, 2029, assuming continued employment and achievement of specified stock price targets over the performance periods.

Is the CECO (CECO) CEO’s Form 4 transaction a buy or sell signal?

The filing reports a tax-withholding disposition, not an open-market buy or sell. Shares were withheld to cover tax liabilities from RSU vesting, a routine administrative step in equity compensation that does not reflect an active trading decision by the CEO.

Does CECO (CECO) CEO hold any shares indirectly according to the Form 4?

Yes. The Form 4 shows indirect holdings of 444 shares of common stock for each of four children, noted as held "by first son," "by second son," "by third son," and "by daughter." These are reported as indirect ownership positions associated with the CEO.