TEREX CORP SEC Filings

Terex Corporation is asking its stockholders and those of REV Group to approve a strategic merger in which REV will become a wholly owned subsidiary of Terex through a two-step merger structure. Each share of REV common stock will be converted into 0.9809 shares of Terex common stock plus $8.71 in cash, with cash paid instead of fractional Terex shares. Based on Terex’s trading prices on specified dates, this implied roughly $63–$62 per REV share. After closing, former REV holders are expected to own about 42% of Terex on a fully diluted basis, and existing Terex holders about 58%. Special virtual meetings for both companies are scheduled for January 28, 2026, where Terex investors will vote on approving the stock issuance and REV investors will vote on adopting the Merger Agreement. Both boards unanimously recommend voting “FOR” their respective key proposals, and the mergers are intended to qualify as a tax-free reorganization under U.S. federal income tax rules. Dissenting REV stockholders may instead seek cash “fair value” through Delaware appraisal rights.

Terex Corporation director reports stock grant under annual retainer

A Terex Corporation director filed a Form 4 disclosing receipt of common stock as part of board compensation. On 12/17/2025, the director acquired 2,866 shares of Terex common stock with a par value of $0.01 per share at a reportable price of $52.92 per share. This brought the director’s beneficial ownership to 2,866 shares, all held directly. The filing explains that the shares represent a prorata payment of the annual director retainer, meaning this is compensation in stock rather than an open-market purchase.

Terex Corporation has filed an amended Form S-4 for its strategic merger with REV Group. Under the Merger Agreement, each share of REV common stock will be converted into 0.9809 shares of Terex common stock plus $8.71 in cash, with cash paid instead of fractional Terex shares. Based on current fully diluted share counts at signing, former REV holders are expected to own about 42% of Terex after closing and existing Terex holders about 58%.

Completion of the mergers requires approval of Terex stockholders to issue new Terex shares and approval of REV stockholders to adopt the Merger Agreement. Both companies will hold virtual special meetings on January 28, 2026, for these votes. REV stockholders who do not vote in favor and follow strict Delaware procedures may seek cash “fair value” in court through appraisal rights. After closing, REV will become a wholly owned Terex subsidiary and its stock will be delisted from the NYSE.

Terex Corporation reported a small insider stock purchase by its Senior Vice President and Chief Financial Officer on a Form 4. On December 4, 2025, the executive acquired 25 shares of Terex common stock at a price of $49.42 per share through payroll deductions under the company's Deferred Compensation Plan. Following this transaction, the officer beneficially owned 65,202 shares of Terex common stock, which the filing notes includes previously reported restricted stock units.

Terex Corporation officer reports small stock purchase under compensation plan. A company officer, serving as President of Environmental Solutions, filed a Form 4 disclosing the acquisition of 47 shares of Terex Corporation common stock on 12/04/2025 at a price of $49.42 per share. These shares were purchased through payroll deductions under the company's Deferred Compensation Plan, rather than on the open market. Following this transaction, the officer beneficially owns 92,407 shares of Terex common stock, including previously reported restricted stock units, held directly.

Terex Corporation has filed a Form S-4 outlining a proposed strategic merger with REV Group. Under the Merger Agreement, each share of REV common stock will be converted into the right to receive 0.9809 shares of Terex common stock plus $8.71 in cash, with cash paid in lieu of fractional Terex shares. Based on Terex’s $55.98 closing price on October 29, 2025, this implied about $63.62 of value per REV share, compared with REV’s $59.98 close that day. After the merger, REV will cease to be public and become a wholly owned Terex subsidiary, while REV stockholders are expected to own about 42% of Terex on a fully diluted basis and Terex stockholders about 58%. Completion requires approval of Terex’s stock issuance proposal and REV’s merger proposal at separate virtual special meetings, and certain regulatory and other conditions. REV stockholders who do not vote in favor of the merger may have appraisal rights under Delaware law.

Terex Corporation reported an insider ownership update for a company director. The filing shows that this director beneficially owns 0 shares of Terex common stock as of the reported event on 12/01/2025. The report also indicates that the director holds no derivative securities, such as options or warrants, tied to Terex common stock.

Terex Corporation (TEX) reported an insider purchase by its Pres., Environmental Solutions. On 11/06/2025, the officer acquired 75 shares of common stock at $46.27 per share through payroll deductions under the Company’s Deferred Compensation Plan. Following this transaction, the officer beneficially owns 92,360 shares directly. The total beneficial ownership figure includes previously reported restricted stock units.

Terex Corporation (TEX) reported an insider transaction: the Senior Vice President and CFO acquired 41 shares of common stock at $46.27 on 11/06/2025.

Following this purchase, the officer beneficially owns 65,177 shares, held directly. The filing notes the shares were purchased through payroll deductions under the Company’s Deferred Compensation Plan, and the total includes previously reported restricted stock units.