Terex (TEX) Environmental Solutions president gets RSU grants, tax shares withheld

Rhea-AI Filing Summary

Terex Corp executive Patrick S. Carroll reported routine equity compensation and related tax withholding. On the transaction date, 9,219 shares of common stock were withheld to cover taxes tied to the scheduled vesting of previously granted restricted stock. He also received three new awards totaling 18,516 restricted stock units: 6,480 time-based RSUs vesting in thirds each March 15 from 2027 to 2029, plus two 6,018-unit performance RSU grants that can vest in the first quarter of 2029 based on return on invested capital and relative total shareholder return from 2026–2028. Following these awards and withholdings, he directly owns 101,950 shares, including previously reported RSUs.

Insights

Equity Compensation Analyst

Compensation-related RSU grants and tax withholding, not open-market trading.

Patrick S. Carroll, President of Environmental Solutions at Terex Corp, reported equity activity entirely tied to compensation. He received 18,516 restricted stock units at no purchase price, split between time-based and performance-based awards, aligning incentives with multi-year company results.

The filing also shows 9,219 shares withheld to satisfy tax obligations from vesting stock, a non-market disposition that does not reflect a sell decision. After these changes, he directly holds 101,950 shares, indicating the transactions are routine elements of his long-term compensation structure rather than directional trading.

SEC Form 4

FORM 4

UNITED 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^*

CARROLL PATRICK S

(Last) (First) (Middle)

C/O TEREX CORPORATION

301 MERRITT 7

(Street)

NORWALK CT 06851

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TEREX CORP [ TEX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Pres., Environmental Solutions

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $ .01 par value	03/15/2026		F		9,219(1)	D	$59.41	83,434(2)	D
Common Stock, $ .01 par value	03/15/2026		A		6,480(3)	A	$0	89,914(2)	D
Common Stock, $ .01 par value	03/15/2026		A		6,018(4)	A	$0	95,932(2)	D
Common Stock, $ .01 par value	03/15/2026		A		6,018(5)	A	$0	101,950(2)	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares are being withheld for payment of the tax liability associated with the scheduled vesting of previously granted restricted stock.

2. Total includes previously reported restricted stock units.

3. The shares represent 6,480 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.

4. The shares represent 6,018 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.

5. The shares represent 6,018 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 percentile rank against a peer group of companies for three year annualized total shareholder return ("TSR") for the period January 1, 2026 - December 31, 2028. The number of RSUs in this grant are subject to adjustment, up or down, based upon attainment above or below the targeted percentile rank.

Remarks:

	/s/ Scott J. Posner by power of attorney	03/17/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did Patrick S. Carroll report at Terex (TEX)?

Patrick S. Carroll reported 9,219 shares of Terex common stock withheld to cover taxes and received 18,516 restricted stock units as equity compensation awards, all tied to the company’s long‑term incentive plans rather than open‑market trading.

How many Terex (TEX) shares does Patrick S. Carroll hold after these Form 4 transactions?

After the reported transactions, Patrick S. Carroll directly holds 101,950 shares of Terex common stock, a figure that includes previously reported restricted stock units as disclosed in the filing footnotes detailing his updated equity position.

What are the vesting terms of Patrick S. Carroll’s new time-based RSUs at Terex (TEX)?

Carroll received 6,480 time-based restricted stock units that vest in three equal installments on March 15, 2027, March 15, 2028, and March 15, 2029, contingent on his continued employment with Terex on each scheduled vesting date.

What performance goals affect Patrick S. Carroll’s new performance RSUs at Terex (TEX)?

Two 6,018-unit RSU grants will vest in the first quarter of 2029 if Terex meets specified targets for return on invested capital and relative total shareholder return during 2026–2028, with the final RSU counts adjustable up or down based on performance.

Was Patrick S. Carroll’s Form 4 for Terex (TEX) an open-market stock sale?

No, the Form 4 reports tax withholding and equity awards only. 9,219 shares were withheld to pay tax liabilities on vesting stock, while the additional shares reflect restricted stock unit grants under Terex’s long‑term incentive plans.