Terex (TEX) executive reports stock forfeiture and small performance share grant

Rhea-AI Filing Summary

Terex Corp executive Kieran Hegarty reported offsetting equity compensation adjustments. On February 27, 2026, he disposed of 2,576 shares of common stock back to the company at no price, reflecting restricted stock forfeited under performance awards granted in 2023, 2024 and 2025.

On the same date, he acquired 18 performance shares at no cost, awarded because the company exceeded performance targets for a performance-based award period ended December 31, 2025. After these transactions, he directly holds 170,937 shares, including previously reported restricted stock units.

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

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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^*

Hegarty Kieran

(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)
	President, Materials Processin

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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, par value $.01	02/27/2026		D		2,576(1)	D	$0	170,919(2)	D
Common Stock, par value $.01	02/27/2026		A		18(3)	A	$0	170,937(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. Reflects shares of restricted stock forfeited by Mr. Hegarty pursuant to the terms of performance awards granted in 2023, 2024 and 2025.

2. Total includes previously reported restricted stock units.

3. Performance shares awarded pursuant to the terms of performance based awards granted in 2025 resulting from the Company's exceeding performance targets set out in such grant for the period ended December 31, 2025.

Remarks:

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

What insider transactions did Terex (TEX) executive Kieran Hegarty report?

Kieran Hegarty reported one share disposition to Terex and one share acquisition. He forfeited 2,576 restricted shares to the company and received 18 performance shares, both at no cost, as part of performance-based equity compensation adjustments.

Why did Kieran Hegarty forfeit 2,576 Terex (TEX) shares?

He forfeited 2,576 shares of restricted stock under terms of performance awards granted in 2023, 2024 and 2025. These awards required forfeiture of certain shares, and the transaction is recorded as a disposition to the issuer at zero dollars per share.

What performance award did Kieran Hegarty receive from Terex (TEX)?

Hegarty received 18 performance shares in 2025 under a performance-based award. The company exceeded performance targets for the period ended December 31, 2025, triggering this share award, which was recorded as an acquisition at no cash cost per share.

How many Terex (TEX) shares does Kieran Hegarty own after these transactions?

Following the reported transactions, Hegarty directly owns 170,937 shares of Terex common stock. This total includes previously reported restricted stock units, reflecting his ongoing equity-based compensation and ownership position as an executive officer.

Were Kieran Hegarty’s Terex (TEX) transactions open-market buys or sells?

The transactions were not open-market trades. The 2,576-share disposition was a forfeiture back to the issuer, and the 18-share acquisition was a grant of performance shares, both executed at zero price as part of Terex’s equity compensation programs.