CASELLA WASTE SYSTEMS INC — Director's Dealing 2022

Feb 25, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CASELLA WASTE SYSTEMS INC (CWST)
CIK: 0000911177
Period of Report: 2022-02-22

Reporting Person: Sayward Shelley E. (Senior VP & General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-02-22	Class A Common Stock	A	704	—	Acquired	12521	Direct
2022-02-24	Class A Common Stock	S	211	$70.30	Disposed	12310	Direct
2022-02-24	Class A Common Stock	S	11	$71.08	Disposed	12299	Direct

Footnotes

F1: Represents shares of Class A Common Stock acquired by the reporting person upon the vesting of performance-based stock units (PSUs) granted to the reporting person on April 1, 2019, as a result of the level of achievement by Casella Waste Systems, Inc. of certain performance objectives during the period running from January 1, 2021 through December 31, 2021, and a multiplier based on relative total shareholder return for the period running from January 1, 2019 to December 31, 2021.

F2: Represents shares of Class A Common Stock automatically sold by the reporting person to satisfy tax withholding obligations in connection with the vesting of PSUs granted to the reporting person on April 1, 2019. The automatic sale of the reporting person's shares of Class A Common Stock is provided for in a performance-based stock unit agreement constituting a "binding contract" consistent with the affirmative defense to liability under Rule 10b5-1 and the sale does not represent a discretionary trade by the reporting person.

F3: Represents the weighted average sales price for shares sold in multiple transactions, at prices ranging from $70.00 to $70.99, inclusive. Upon request of the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, the reporting person will provide full information regarding the number of shares sold at each separate price.

F4: Represents the weighted average sales price for shares sold in multiple transactions, at prices ranging from $71.00 to $71.39, inclusive. Upon request of the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, the reporting person will provide full information regarding the number of shares sold at each separate price.