Great Lakes Dredge (GLDD) director tenders 86,217 shares at $17 in merger
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Great Lakes Dredge & Dock Corporation director Lawrence R. Dickerson reported transactions tied to the company’s cash merger with Saltchuk Resources. On April 1, 2026, all 86,217 shares of common stock he held were canceled in exchange for the right to receive $17.00 per share in cash.
At the same merger effective time, 76,962 deferred stock units (DSUs) credited to him were canceled and converted into a cash payment based on the same $17.00 per-share merger consideration. One day earlier, on March 31, 2026, he had been granted 2,938 DSUs under the company’s Director Deferral Plan. Following these transactions, he reported no remaining common stock or DSUs.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
DICKERSON LAWRENCE R
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Deferred Stock Units | 76,962 | $0.00 | -- |
| U | Common Stock | 86,217 | $0.00 | -- |
| Grant/Award | Deferred Stock Units | 2,938 | $0.00 | -- |
Holdings After Transaction:
Deferred Stock Units — 0 shares (Direct);
Common Stock — 0 shares (Direct)
Footnotes (1)
- Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated February 10, 2026, by and among Saltchuk Resources, Inc. ("Parent"), Huron MergeCo, Inc. ("Merger Sub"), and Great Lakes Dredge & Dock Corporation ("Issuer") on April 1, 2026 (the "Effective Time"), Merger Sub merged with and into Issuer, with Issuer surviving as a wholly owned subsidiary of Parent upon consummation of the transactions contemplated by the Merger Agreement. At the Effective Time, each outstanding share of common stock of the Issuer ("Common Stock") was cancelled and converted into the right to receive $17.00 in cash (the "Merger Consideration"), without interest and subject to any required tax withholdings. Deferred Stock Units ("DSUs") granted March 31, 2026 and deferred pursuant to the Issuer's Director Deferral Plan. Includes 76,962 DSUs. At the Effective Time, each outstanding award of DSUs was canceled and converted into the right to receive an amount in cash equal to the product of the aggregate number of shares of Common Stock underlying such DSU immediately prior to the Effective Time, multiplied by the Merger Consideration.
Key Figures
Merger consideration price: $17.00 per share
Common shares canceled: 86,217 shares
Deferred stock units canceled: 76,962 DSUs
+2 more
5 metrics
Merger consideration price
$17.00 per share
Cash paid for each outstanding Great Lakes Dredge common share at merger effective time
Common shares canceled
86,217 shares
Lawrence R. Dickerson’s Great Lakes Dredge common stock converted to $17.00-per-share cash right
Deferred stock units canceled
76,962 DSUs
DSUs converted into cash equal to underlying shares multiplied by $17.00 merger consideration
New DSU grant
2,938 DSUs
Grant on March 31, 2026 under Director Deferral Plan before merger closing
Shares after transactions
0 shares
Total common stock and DSUs reported following merger-related cancellations
Key Terms
Deferred Stock Units, Agreement and Plan of Merger, Merger Consideration, tender offer, +1 more
5 terms
Deferred Stock Units financial
"Deferred Stock Units ("DSUs") granted March 31, 2026 and deferred pursuant to the Issuer's Director Deferral Plan."
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated February 10, 2026..."
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Merger Consideration financial
"right to receive $17.00 in cash (the "Merger Consideration"), without interest and subject to any required tax withholdings."
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
tender offer financial
"transaction_action": "tender-offer disposition","transaction_code_description": "Disposition pursuant to a tender offer""
A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.
Director Deferral Plan financial
"Deferred Stock Units ("DSUs") granted March 31, 2026 and deferred pursuant to the Issuer's Director Deferral Plan."
A director deferral plan lets board members delay receiving part or all of their pay—typically fees or equity—until a later date, with the deferred amount converted to cash or units that are paid out on a set future date or event. For investors, it signals how a company manages present cash flow and aligns directors’ interests with long-term performance, while creating future payment obligations or possible share dilution when those deferred amounts are settled—like choosing to take a future pension or stock grant instead of a paycheck today.
FAQ
What did GLDD director Lawrence R. Dickerson report in this Form 4?
He reported that all his Great Lakes Dredge & Dock common shares and deferred stock units were canceled in connection with the Saltchuk merger, in exchange for the right to receive cash at the agreed merger price of $17.00 per share.
What happened to Lawrence R. Dickerson’s deferred stock units in the GLDD merger?
A total of 76,962 deferred stock units were canceled at the merger effective time and converted into cash. The cash amount equals the number of underlying common shares multiplied by the $17.00 per-share merger consideration specified in the merger agreement.
Did Lawrence R. Dickerson receive any new GLDD awards before the merger closed?
Yes. On March 31, 2026, he received a grant of 2,938 deferred stock units under the company’s Director Deferral Plan. These units were then included in the 76,962 total deferred stock units canceled for cash at the $17.00 per-share merger consideration.
What merger transaction triggered these GLDD Form 4 dispositions?
The transactions resulted from a merger where Huron MergeCo, a Saltchuk Resources subsidiary, merged into Great Lakes Dredge & Dock. At closing, Great Lakes became a wholly owned Saltchuk subsidiary, and each common share was converted into the right to receive $17.00 in cash.
Does Lawrence R. Dickerson report any GLDD holdings after these transactions?
No. The Form 4 shows total shares following the reported transactions as zero for both common stock and deferred stock units, reflecting that all such interests were canceled and converted into cash rights at the merger effective time.