James B. Archer - 27 Feb 2025 Form 4 Insider Report for Target Hospitality Corp. (TH)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
03 Mar 2025, 16:58:01 UTC
Prior SEC filing
26 Feb 2025
Next SEC filing
02 Jul 2025
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Heidi D. Lewis, as Attorney-in-Fact on behalf of James B. Archer

Key filing fact

James B. Archer filed Form 4 for Target Hospitality Corp. (TH) on 03 Mar 2025.

Key facts

  • This page summarizes James B. Archer's Form 4 filing for Target Hospitality Corp. (TH).
  • 5 reported transactions and 3 derivative rows are listed below.
  • Accepted by SEC: 03 Mar 2025, 16:58.

Change

  • Previous filing in this sequence was filed on 26 Feb 2025.
  • Current net transaction value: -$87,140.

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.

TH transaction

Common Stock, par value $0.0001 per share

Options Exercise

Transaction value
Shares
+39,476
Change %
+2.5%
Price
Shares after
1,608,517
Date
01 Mar 2025
Ownership
Direct
Footnotes
F1
TH transaction

Common Stock, par value $0.0001 per share

Tax liability

Transaction value
$87,140
Shares
-15,533
Change %
-0.97%
Price
$5.61
Shares after
1,592,984
Date
01 Mar 2025
Ownership
Direct
Footnotes
F6

Reported derivative securities

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

TH transaction Derivative

Restricted Stock Units

Award

Transaction value
$0
Shares
+169,643
Change %
+82%
Price
$0.000000
Shares after
375,415
Date
27 Feb 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
169,643
Exercise price
Footnotes
F1, F2, F5
TH transaction Derivative

Performance Stock Units

Award

Transaction value
$0
Shares
+2,000,000
Change %
Price
$0.000000
Shares after
2,000,000
Date
27 Feb 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
2,000,000
Exercise price
Footnotes
F1, F3, F4
TH transaction Derivative

Restricted Stock Units

Options Exercise

Transaction value
$0
Shares
-39,476
Change %
-11%
Price
$0.000000
Shares after
335,949
Date
01 Mar 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
39,476
Exercise price
Footnotes
F1, F5
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 6 footnotes

Footnote F1

Each Restricted Stock Unit ("RSU") or Performance-Based Restricted Stock Unit ("PSU") represents a contingent right to receive upon vesting one share of common stock of the Issuer, par value $0.0001 per share ("Common Stock") or its cash equivalent.

Footnote F2

On February 27, 2025, the Reporting Person was granted 169,643 RSUs which vest in four equal annual installments on each of the first four anniversaries of the grant date beginning February 27, 2026, subject to the terms and conditions of the previously disclosed Target Hospitality Corp. 2019 Incentive Award Plan, as amended (the "Plan") and the RSU agreement entered into between the Issuer and the Reporting Person.

Footnote F3

On February 27, 2025, the Reporting Person was granted a maximum number of 2,000,000 PSUs pursuant to a Performance-Based Restricted Stock Unit Agreement, by and between the Reporting Person and the Issuer, dated as of February 27, 2025 (the "PSU Agreement"). The actual number of PSUs that shall vest and become unrestricted may range from 0 to 2,000,000 PSUs based on criteria described in footnote 4 to this Form 4, subject to the terms and conditions of the Plan and the PSU Agreement.

Footnote F4

The target number of PSUs reported herein vest upon the Issuer's Common Stock achieving certain volume weighted average prices during any 60 consecutive calendar day period (the "Measurement Periods"). The actual number of PSUs earned are cumulative and may vary according to achievement of agreed Common Stock price targets ranging from $20.00 to $30.00 during each annual Measurement Period, pursuant to the PSU Agreement and subject to the terms and conditions of the Plan. The cumulative number of PSUs earned vest and become unrestricted on June 30, 2028 or upon the occurrence of certain other events as provided in the PSU Agreement.

Footnote F5

Total includes, in addition to 169,643 RSUs on February 27 2025, unvested RSUs from the following grants: 100,211 RSUs granted on February 29, 2024 which vest in four annual installments on each of the first four anniversaries of the grant date beginning on March 1, 2025; 57,692 RSUs granted on March 1, 2023, which vest in four equal installments on each of the first four anniversaries of the grant date beginning on March 1, 2024; and 249,169 RSUs granted on February 24, 2022 which vest in four equal installments on each of the first four anniversaries of the grant date beginning on February 24, 2023. Awards are subject to the terms of the respective RSU award agreements and subject to the Plan.

Footnote F6

Restricted stock units withheld for payment of tax liability upon vesting of 39,476 RSUs on March 1, 2025. Stock price reflects closing stock price as of February 28, 2025, the last trading day prior to vesting.

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