Joseph J. Schantz II - 30 Nov 2021 Form 4 Insider Report for COVANTA HOLDING CORP

Role
VP, Chief Accounting Officer
Signature
/s/ Joseph J Schantz II
Issuer symbol
N/A
Transactions as of
30 Nov 2021
Net transactions value
$0
Form type
4
Filing time
01 Dec 2021, 15:17:13 UTC
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CVA Common Stock, $.10 par value Disposed to Issuer -27,549 -100% 0 30 Nov 2021 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CVA Performance Stock Units Disposed to Issuer -3,574 -100% 0 30 Nov 2021 Common Stock, $.10 par value 3,574 Direct F2
transaction CVA Performance Stock Units Disposed to Issuer -3,398 -100% 0 30 Nov 2021 Common Stock, $.10 par value 3,398 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Joseph J. Schantz II is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Pursuant to the merger agreement between EQT Infrastructure and the Issuer, effective as of the date of the merger these shares of the Issuer's common stock were canceled and converted into the right to receive $20.25 in cash per share (the "Merger Consideration").
F2 Represents free cash flow per share performance stock units previously granted to the reporting person pursuant to the Issuer's equity compensation plan on March 7, 2019, March 11, 2020 and March 4, 2021. Pursuant to the merger agreement, these performance stock units were canceled and converted into the right to receive an amount in cash equal to the product of (x) the Merger Consideration and (y) the number of shares of the Issuer's common stock issuable pursuant to the performance stock units assuming performance at 142%, 200%, and 200% target levels, respectively.
F3 Represents total stockholder return performance stock units previously granted to the reporting person pursuant to the Issuer's equity compensation plan on March 7, 2019, March 11, 2020 and March 4, 2021. Pursuant to the merger agreement, these performance stock units were canceled and converted into the right to receive an amount in cash equal to the product of (x) the Merger Consideration and (y) the number of shares of the Issuer's common stock issuable pursuant to the performance stock units assuming performance at 68%, 108%, and 190% target levels, respectively.