Steger Ronald 4

4 · Great Lakes Dredge & Dock CORP · Filed Apr 1, 2026

AI-generated summary of this filing

Updated Apr 1, 2026

GLDD Director Ronald Steger Converts Shares to $17/Share Merger Cash

What Happened

Ronald Steger, a director of Great Lakes Dredge & Dock Corporation (GLDD), had common shares and deferred stock units (DSUs) canceled and converted into cash under the company’s merger with Saltchuk on April 1, 2026. Specifically, 20,404 shares of common stock and 45,068 DSUs were converted at the merger consideration of $17.00 per share, producing roughly $1,113,024 in cash proceeds. Separately, Steger was granted 1,625 DSUs on March 31, 2026 under the director deferral plan (recorded as an award at $0.00).

Key Details

Transaction dates: DSU grant on 2026-03-31; merger-related conversions/dispositions effective 2026-04-01; Form 4 filed 2026-04-01.
Prices and values: Merger consideration = $17.00 per share. 20,404 shares × $17 = $346,868; 45,068 DSUs × $17 = $766,156; combined ≈ $1,113,024.
Shares owned after transaction: Report indicates the outstanding shares/DSUs were canceled and converted at the Effective Time — no remaining common shares or those DSUs reported after conversion.
Relevant footnotes:
- F1: Merger with Saltchuk MergeCo caused cancellation of common stock for $17.00 cash per share.
- F2: 1,625 DSUs were granted 3/31/2026 and deferred under the Director Deferral Plan.
- F3: The DSUs (including 45,068 shown) were canceled and converted into cash at the Effective Time.
Timeliness: Filing was made on the Effective Time (2026-04-01); no late filing indicated.

Context

These transactions are merger-driven conversions (not open-market sales or purchases). DSUs are derivative awards that, per the merger agreement, were canceled in exchange for cash equal to the number of underlying shares times $17. This is a corporate change-of-control cash-out rather than a discretionary sale or purchase by the insider.

Form 4Exit

Period: 2026-03-31

Director

Transactions

Disposition from Tender
Common Stock
[F1]
2026-04-01−20,404→ 0 total
Award
Deferred Stock Units
[F2]
2026-03-31+1,625→ 45,068 total
→ Common Stock (1,625 underlying)
Disposition to Issuer
Deferred Stock Units
[F3]
2026-04-01−45,068→ 0 total
Exercise: $17.00→ Common Stock (45,068 underlying)

Footnotes (3)

[F1]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.
[F2]Deferred Stock Units ("DSUs") granted March 31, 2026 and deferred pursuant to the Issuer's Director Deferral Plan.
[F3]Includes 45,068 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.

Signature

/s/Vivienne R. Schiffer, by Power of Attorney|2026-04-01

1 file