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

Role
VP, Chief Accounting Officer
Signature
/s/ Joseph J Schantz II
Stock symbol
CVA
Transactions as of
Nov 30, 2021
Transactions value $
$0
Form type
4
Date filed
12/1/2021, 03:17 PM

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 -27.5K -100% 0 Nov 30, 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 -3.57K -100% 0 Nov 30, 2021 Common Stock, $.10 par value 3.57K Direct F2
transaction CVA Performance Stock Units Disposed to Issuer -3.4K -100% 0 Nov 30, 2021 Common Stock, $.10 par value 3.4K 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.