Thermon (THR) SVP Cerovski earns stock awards and surrenders shares for taxes
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Thermon Group Holdings, Inc. senior vice president of global sales Thomas N. Cerovski reported equity compensation activity in company stock. He received several stock awards tied to performance and service, and surrendered shares solely to cover taxes, rather than making any open-market trades.
Cerovski earned 5,397 shares from a performance unit award based on return on invested capital and 4,050 shares from a separate performance unit award based on adjusted EBITDA for a performance period ending March 31, 2026. He was also granted 6,956 restricted stock units that vest in full on the third anniversary of the grant date, each convertible into one share of common stock.
To satisfy tax obligations upon vesting of restricted stock units, 7,322 shares were surrendered at a fair market value price of $64.69 per share. After these compensation-related transactions, Cerovski directly holds 70,460 shares of common stock, including 16,384 restricted stock units.
Positive
- None.
Negative
- None.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
Cerovski Thomas N
Role
SVP, Global Sales
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 5,397 | $0.00 | -- |
| Grant/Award | Common Stock | 4,050 | $0.00 | -- |
| Grant/Award | Common Stock | 6,956 | $0.00 | -- |
| Tax Withholding | Common Stock | 7,322 | $64.69 | $474K |
Holdings After Transaction:
Common Stock — 59,454 shares (Direct, null)
Footnotes (1)
- On June 1, 2023, the reporting person was granted a performance unit award vesting on March 31, 2026, subject to the Issuer's compensation committee certifying the Issuer's return on invested capital performance during the applicable performance period as further specified in the equity award agreement. Of the 3,299 target shares eligible to be earned based upon the Issuer's performance for the performance period ended March 31, 2026, the reporting person actually earned 163.60%, or 5,397 shares. The Issuer's compensation committee certified the achievement of the performance goal on May 12, 2026. On June 1, 2023, the reporting person was granted a performance unit award vesting on March 31, 2026, subject to the Issuer's compensation committee certifying the Issuer's adjusted earnings before interest, taxes, depreciation and amortization during the applicable performance period as further specified in the equity award agreement. Of the 3,849 target shares eligible to be earned based upon the Issuer's performance for the performance period ended March 31, 2026, the reporting person actually earned 105.22%, or 4,050 shares. The Issuer's compensation committee certified the achievement of the performance goal on May 12, 2026. On May 12, 2026, the reporting person was granted an award of restricted stock units. Each restricted stock unit represents the right to receive, at settlement, one share of the Issuer's common stock. The award vests in full on the third anniversary of the grant date. Restricted stock units convert into shares of the Issuer's common stock on a one-for-one basis. These shares were surrendered for tax payment upon vesting of restricted stock units on May 12, 2026. Sales price is the fair market value on Tuesday, May 12, 2026. Includes 16,384 restricted stock units held by the reporting person.
Key Figures
Shares surrendered for taxes: 7,322 shares
Tax surrender price: $64.69 per share
ROIC performance award earned: 5,397 shares
+5 more
8 metrics
Shares surrendered for taxes
7,322 shares
Surrendered upon RSU vesting at $64.69 per share
Tax surrender price
$64.69 per share
Fair market value used for 7,322 surrendered shares
ROIC performance award earned
5,397 shares
Earned from 3,299 target shares at 163.60% of target
Adjusted EBITDA award earned
4,050 shares
Earned from 3,849 target shares at 105.22% of target
New RSU grant
6,956 units
Restricted stock units vesting on third anniversary of grant
Shares held after transactions
70,460 shares
Direct holdings of common stock including RSUs
RSUs included in holdings
16,384 units
Restricted stock units included in reported direct position
Tax-withholding shares summary
7,322 shares
Total shares used for tax-withholding dispositions in filing
Key Terms
performance unit award, return on invested capital, adjusted earnings before interest, taxes, depreciation and amortization, restricted stock units, +1 more
5 terms
performance unit award financial
"On June 1, 2023, the reporting person was granted a performance unit award vesting on March 31, 2026"
return on invested capital financial
"eligible to be earned based upon the Issuer's performance for the performance period ended March 31, 2026"
A percentage that shows how effectively a company turns the money invested in its business—both borrowed funds and shareholders’ equity—into operating profit after taxes. It tells investors whether a company earns more from its core operations than it costs to fund those operations; think of it like the annual return you’d expect from renovating a rental property—higher percentages mean the company uses capital more efficiently and is more likely to create value for shareholders.
adjusted earnings before interest, taxes, depreciation and amortization financial
"subject to the Issuer's compensation committee certifying the Issuer's adjusted earnings before interest, taxes, depreciation and amortization"
Adjusted earnings before interest, taxes, depreciation and amortization is a company’s reported operating profit with routine financing costs, tax charges and accounting for wear-and-tear removed, plus extra adjustments to strip out one-time, unusual or non-cash items. Think of it as the company’s recurring cash-generating performance after removing accounting noise; investors use it to compare profitability, assess ability to pay debt and value a business more evenly across firms and time.
restricted stock units financial
"the reporting person was granted an award 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.
fair market value financial
"Sales price is the fair market value on Tuesday, May 12, 2026"
The price a willing buyer and a willing seller would agree on for an asset or security when neither is under pressure and both have access to the same information. Think of it as the market’s neutral estimate of what something is worth, like the price two neighbors would settle on for a car after comparing similar listings. Investors care because fair market value guides buying and selling decisions, tax reporting, portfolio valuation, and how accurately company assets are reflected in financial statements.
FAQ
What did Thermon (THR) executive Thomas Cerovski report in this Form 4?
Thomas N. Cerovski reported routine equity compensation activity. He received performance-based and time-based stock awards in Thermon common stock and surrendered some shares to cover tax obligations related to vesting, rather than conducting open-market purchases or sales.
What performance-based stock awards did Thomas Cerovski earn at Thermon (THR)?
Cerovski earned 5,397 shares from a performance unit award tied to return on invested capital and 4,050 shares from a separate award tied to adjusted EBITDA, both for a performance period ending March 31, 2026, after the compensation committee certified results.
What new restricted stock units did Thomas Cerovski receive from Thermon (THR)?
On the grant date, Cerovski received an award of 6,956 restricted stock units. Each unit represents the right to receive one share of Thermon common stock and vests in full on the third anniversary of the grant date, subject to continued service conditions.
Were Thomas Cerovski’s Thermon (THR) transactions open-market buys or sells?
The filing shows no open-market buys or sells. Instead, Cerovski’s activity consists of stock grants and performance awards, plus shares surrendered to cover tax obligations upon vesting of restricted stock units, which is treated as a tax-withholding disposition.