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[Form 4] CECO ENVIRONMENTAL CORP Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4
Rhea-AI Filing Summary

Todd R. Gleason, Chief Executive Officer and Director of CECO Environmental Corp (CECO), reported multiple transactions on 09/18/2025–09/22/2025. The filings show a series of acquisitions (code M) of common stock and simultaneous sales (code S) executed across those dates. Purchases include blocks of 100,000, 101,899 and 98,101 shares at a reported price basis of $12.72 per share (stock option exercise). Sales totaled multiple blocks around 100,000 shares at weighted-average prices in the ~$48.75–$51.96 range, with the reported direct beneficial ownership shown as 410,835 shares after several transactions. The report also discloses substantial derivative holdings: stock options and restricted stock units aggregating into the tens and hundreds of thousands of underlying shares.

Positive
  • CEO exercised stock options at a $12.72 strike, converting long-term compensation into equity ownership
  • Filing discloses substantial derivative and RSU positions, providing transparency on executive compensation and potential future share issuance
  • Detailed price disclosures and weighted-average explanations are provided for aggregated sales, aiding regulatory transparency
Negative
  • Large sales of common stock (multiple ~100,000-share blocks) reduced the reporting person’s direct holdings to 410,835 shares
  • Significant disposition of shares increases immediate free float and could exert short-term selling pressure

Insights

TL;DR: CEO exercised options and sold large share blocks, leaving ~410,835 shares directly owned; sizeable derivative positions remain.

The Form 4 reflects routine option exercises and contemporaneous sales that realize value from long-dated option grants. The filings show exercises at a $12.72 strike and weighted-average sale prices near $49–$51, indicating the transactions converted long-term compensation into cash while retaining significant option and RSU exposure. For investors, the activity is material as it changes immediate free float but is consistent with executive compensation monetization rather than a clear signal about company fundamentals.

TL;DR: Insider disclosures are comprehensive and timely; transaction structure aligns with standard exercise-and-sell practices for executive awards.

The filing includes multiple grant types: vested options with various strikes and vesting schedules, performance-based restricted stock units with specified conversion dates, and large option exercises. Signature by an attorney-in-fact is properly included. The disclosure identifies direct and indirect holdings, including 444 shares held indirectly for each listed child, and provides weighted-average price explanations for aggregated sales. Documentation appears compliant with Section 16 reporting requirements.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Gleason Todd R

(Last) (First) (Middle)
5080 SPECTRUM DRIVE
SUITE 800E

(Street)
ADDISON TX 75001

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CECO ENVIRONMENTAL CORP [ CECO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/18/2025 M 100,000 A $12.72 510,835 D
Common Stock 09/18/2025 S 100,000 D $51.3014(1) 410,835 D
Common Stock 09/19/2025 M 101,899 A $12.72 512,734 D
Common Stock 09/19/2025 S 85,000 D $49.1024(2) 427,734 D
Common Stock 09/19/2025 S 16,199 D $50.3832(3) 411,535 D
Common Stock 09/19/2025 S 700 D $51.1536(4) 410,835 D
Common Stock 09/22/2025 M 98,101 A $12.72 508,936 D
Common Stock 09/22/2025 S 98,101 D $50.4493(5) 410,835 D
Common Stock 444 I By first son
Common Stock 444 I By second son
Common Stock 444 I By third son
Common Stock 444 I By daughter
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $12.72 09/18/2025 M 100,000 (6) (6) Common Stock 100,000 $0 798,204 D
Stock Option (right to buy) $12.72 09/18/2025 M 101,899 (6) (6) Common Stock 101,899 $0 696,305 D
Stock Option (right to buy) $12.72 09/22/2025 M 98,101 (6) (6) Common Stock 98,101 $0 598,204 D
Stock Option (right to buy) $6.36 (6) (6) Common Stock 316,902 316,902 D
Stock Options (right to buy) $21.32 (7) (7) Common Stock 25,446 25,446 D
Stock Options (right to buy) $23.5 (8) (8) Common Stock 67,347 67,347 D
Restricted Stock Units (9) (10) (10) Common Stock 225,000 225,000 D
Restricted Stock Units (9) (11) (11) Common Stock 150,000 150,000 D
Explanation of Responses:
1. Price reflects the weighted average sale price for multiple transactions that ranged from $51.00 to $51.96 per share. The Reporting Person undertakes to provide, upon request by the Commission Staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
2. Price reflects the weighted average sale price for multiple transactions that ranged from $48.75 to $49.65 per share. The Reporting Person undertakes to provide, upon request by the Commission Staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
3. Price reflects the weighted average sale price for multiple transactions that ranged from $50.00 to $50.97 per share. The Reporting Person undertakes to provide, upon request by the Commission Staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
4. Price reflects the weighted average sale price for multiple transactions that ranged from $51.04 to $51.38 per share. The Reporting Person undertakes to provide, upon request by the Commission Staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
5. Price reflects the weighted average sale price for multiple transactions that ranged from $50.15 to $50.71 per share. The Reporting Person undertakes to provide, upon request by the Commission Staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
6. The stock option vested in four equal annual installments beginning on July 6, 2021, and expires on July 6, 2027.
7. The stock option vests in three equal annual installments beginning on March 15, 2025, and expires on March 15, 2034.
8. The stock option vests in three equal annual installments beginning on March 17, 2026, and expires on March 17, 2035.
9. Represents performance-based restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the Company's stock.
10. Conversion of restricted stock units to the Company's common stock will occur on July 5, 2027 assuming the applicable conditions are satisfied.
11. Conversion of restricted stock units to the Company's common stock will occur on June 4, 2029 assuming the applicable conditions are satisfied.
/s/ Kiril Kovachev as Attorney-in-Fact for Todd Gleason 09/22/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transactions did CECO CEO Todd Gleason report on Form 4 (CECO)?

The Form 4 reports multiple acquisitions (code M) and sales (code S) from 09/18/2025 to 09/22/2025, including option exercises at a $12.72 strike and sales at weighted-average prices in the ~$48.75–$51.96 range.

How many shares does Todd Gleason directly beneficially own after these transactions?

The filing shows direct beneficial ownership of 410,835 shares following the reported transactions.

What derivative holdings are disclosed for the reporting person?

The report lists multiple stock options and restricted stock units, including options covering hundreds of thousands of underlying shares and RSUs totaling 375,000 units (225,000 and 150,000) with specified conversion dates.

Were the sale prices reported precisely for each trade?

Sale prices are reported as weighted averages for grouped transactions with disclosed ranges (for example, $51.00–$51.96 and $48.75–$49.65) and the filer offers to provide detailed breakdowns upon request.

Who signed the Form 4 on behalf of the reporting person?

The Form 4 is signed by Kiril Kovachev as Attorney-in-Fact for Todd Gleason with a signature date of 09/22/2025.
Ceco Environmental Corp

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1.91B
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Pollution & Treatment Controls
Industrial & Commercial Fans & Blowers & Air Purifing Equip
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United States
ADDISON