Bradford John Helgeson - 30 Nov 2021 Form 4 Insider Report for COVANTA HOLDING CORP

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
01 Dec 2021, 15:20:02 UTC
Next SEC filing
08 Nov 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Bradford J. Helgeson

Key filing fact

Bradford John Helgeson filed Form 4 for COVANTA HOLDING CORP on 01 Dec 2021.

Key facts

  • This page summarizes Bradford John Helgeson's Form 4 filing for COVANTA HOLDING CORP.
  • 4 reported transactions and 3 derivative rows are listed below.
  • Accepted by SEC: 01 Dec 2021, 15:20.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: -$3,157,500.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

CVA transaction

Common Stock, $.10 par value

Disposed to Issuer

Transaction value
Shares
-154,581
Change %
-100%
Price
Shares after
0
Date
30 Nov 2021
Ownership
Direct
Footnotes
F1

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

CVA transaction Derivative

Option to purchase common stock (right to buy)

Disposed to Issuer

Transaction value
$3,157,500
Shares
-250,000
Change %
-100%
Price
$12.63
Shares after
0
Date
30 Nov 2021
Ownership
Direct
Underlying class
Common Stock, $.10 par value
Underlying amount
250,000
Exercise price
$7.62
Footnotes
F2, F3
CVA transaction Derivative

Performance Stock Units

Disposed to Issuer

Transaction value
Shares
-112,166
Change %
-100%
Price
Shares after
0
Date
30 Nov 2021
Ownership
Direct
Underlying class
Common Stock, $.10 par value
Underlying amount
112,166
Exercise price
Footnotes
F4
CVA transaction Derivative

Performance Stock Units

Disposed to Issuer

Transaction value
Shares
-75,641
Change %
-100%
Price
Shares after
0
Date
30 Nov 2021
Ownership
Direct
Underlying class
Common Stock, $.10 par value
Underlying amount
75,641
Exercise price
Footnotes
F5
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Bradford John Helgeson is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 5 footnotes

Footnote F1

On the date of the merger between EQT Infrastructure and the Issuer, these shares of the Issuer's common stock were contributed to a limited partnership affiliated with EQT Infrastructure in exchange for units of the limited partnership. The Issuer shares were valued at $20.25 per share which is the cash price payable to holders of the Issuer's shares in the merger (the "Merger Consideration").

Footnote F2

The stock options which provided for vesting in equal installments over three years beginning October 29, 2021, were canceled in the merger in exchange for a cash payment of $3,157,500, representing the difference between the exercise price of the option and the Merger Consideration.

Footnote F3

The stock options expire three years after vesting.

Footnote F4

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.

Footnote F5

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.

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