CECO director granted shares in Thermon merger
CECO Environmental Corp director Victor L. Richey Jr. reported equity acquisitions tied to CECO’s merger with Thermon Group Holdings and to director compensation.
Rhea-AI Filing Summary
CECO Environmental Corp director Victor L. Richey Jr. reported equity acquisitions tied to CECO’s merger with Thermon Group Holdings and to director compensation. In connection with the merger, he elected stock consideration and received 6,378 shares of CECO common stock in exchange for Thermon shares he previously held.
Separately, he was granted 2,215 restricted stock units under CECO’s Deferred Compensation Plan for Non-Employee Directors. Each unit represents one share of common stock and will vest on May 15, 2027, with delivery of shares deferred until his service as a director ends. These are compensation-related and not open-market trades.
Positive
- None.
Negative
- None.
Insider Trade Summary
Grant/Award: 8,593 shares
Grant/Award
2 txns
Insider
RICHEY VICTOR L JR
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Restricted Stock Units | 2,215 | $0.00 | $0.00 |
| Grant/Award | Common Stock | 6,378 | $0.00 | $0.00 |
Holdings After Transaction:
Restricted Stock Units — 2,215 contracts (Direct);
Common Stock — 6,378 shares (Direct)
Footnotes (5)
- F1. On June 1, 2026 (the "Closing Date"), pursuant to an Agreement and Plan of Merger, dated as of February 23, 2026 (the "Merger Agreement"), by and among CECO Environmental Corp. (the "Issuer"), Thermon Group Holdings, Inc. ("Thermon"), Longhorn Merger Sub, Inc. ("Merger Sub, Inc.") and Longhorn Merger Sub LLC ("Merger Sub LLC"), (i) Merger Sub, Inc. merged with and into Thermon, with Thermon continuing as a wholly-owned subsidiary of the Issuer and the surviving corporation of the merger (the "First Merger") and (ii) Thermon, as the surviving corporation of the First Merger, merged with and into Merger Sub LLC, with Merger Sub LLC being the surviving entity of the merger.
- F2. (Continued from Footnote 1) Pursuant to the Merger Agreement, at the effective time of the First Merger (the "Effective Time"), each share of Thermon's common stock issued and outstanding immediately prior to the Effective Time was converted into the right to receive, at the election of the holder and subject to the proration mechanisms set forth in the Merger Agreement, one of the following forms of merger consideration: (A) 0.6840 shares of the Issuer's common stock plus $10.00 in cash without interest (the "Mixed Election Consideration"), (B) $63.89 in cash, (C) 0.8110 shares of the Issuer's common stock (the "Stock Election Consideration"), or (D) for any shares of Thermon's common stock for which no election was made, the Mixed Election Consideration.
- F3. (Continued from Footnote 2) The Reporting Person elected to receive the Stock Election Consideration in exchange for his shares of Thermon common stock. As a result, the Reporting Person received 6,378 shares of the Issuer's common stock in exchange for shares of Thermon common stock held by the Reporting Person immediately prior to the Effective Time.
- F4. Represents restricted stock units granted under the CECO Environmental Corp. Deferred Compensation Plan for Non-Employee Directors. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock and will vest on May 15, 2027.
- F5. Conversion of restricted stock units to the Issuer's common stock and distribution of such stock under the Deferred Compensation Plan is deferred until termination of service as a director.
Key Figures
Common stock acquired: 6,378 shares
RSUs granted: 2,215 units
Common shares held after: 6,378 shares
+1 more
4 metrics
Common stock acquired
6,378 shares
CECO common stock received for Thermon shares at merger effective time
RSUs granted
2,215 units
Restricted stock units granted under Deferred Compensation Plan
Common shares held after
6,378 shares
Direct CECO common stock holdings following reported transactions
RSU vesting date
May 15, 2027
Vesting date for 2,215 restricted stock units
Key Terms
Restricted Stock Units, Deferred Compensation Plan for Non-Employee Directors, Agreement and Plan of Merger, Merger consideration
4 terms
Restricted Stock Units financial
"Represents restricted stock units granted under the CECO Environmental Corp. Deferred Compensation Plan for Non-Employee Directors."
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.
Deferred Compensation Plan for Non-Employee Directors financial
"Represents restricted stock units granted under the CECO Environmental Corp. Deferred Compensation Plan for Non-Employee Directors."
Agreement and Plan of Merger financial
"pursuant to an Agreement and Plan of Merger, dated as of February 23, 2026"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Merger consideration financial
"one of the following forms of merger consideration: (A) 0.6840 shares of the Issuer's common stock plus $10.00 in cash"
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did CECO (CECO) director Victor L. Richey Jr. report in this Form 4?
He reported acquiring CECO equity through a merger and a director grant. Richey received 6,378 CECO common shares from the Thermon merger and 2,215 restricted stock units as non-employee director compensation, with future share delivery tied to vesting and service.
What are the terms of the 2,215 restricted stock units reported for CECO (CECO)?
The 2,215 restricted stock units were granted under CECO’s Deferred Compensation Plan. Each unit equals one CECO common share, scheduled to vest on May 15, 2027, with actual share conversion and distribution deferred until Richey’s service as a director terminates.
Are Victor L. Richey Jr.’s CECO Form 4 transactions open-market buys or sells?
They are not open-market trades but equity awards and merger-related stock. The common shares came from exchanging Thermon stock in the merger, while the restricted stock units are compensation granted under a deferred director plan, with no cash price per share reported.
AI-generated analysis. How Rhea-AI works. Not financial advice.
