TEREX CORP — Director's Dealing 2020

Feb 28, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEREX CORP (TEX)
CIK: 0000097216
Period of Report: 2020-02-26

Reporting Person: Clair Mark I (VP Controller & CAO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-26	Common Stock, $.01 par value	A	6744	—	Acquired	59981	Direct
2020-02-26	Common Stock, $.01 par value	A	6262	—	Acquired	66243	Direct
2020-02-26	Common Stock, $.01 par value	A	6262	—	Acquired	72505	Direct
2020-02-27	Common Stock, $.01 par value	D	3702	—	Disposed	68803	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $.01 par value	958	Indirect

Footnotes

F1: Shares granted pursuant to one of the Company's long-term incentive plans with the award vesting as follows: 1/3 on February 26, 2021; 1/3 on February 26, 2022 and 1/3 on February 26, 2023.

F2: Ownership includes shares received as a dividend.

F3: Shares granted pursuant to one of the Company's long-term incentive plans with the award scheduled to vest in the first quarter of 2023 if the Company achieves a targeted percentile rank against a peer group of companies for three year annualized total shareholder return ("TSR") for the period January 1, 2020 - December 31, 2022. The number of shares in this grant are subject to adjustment, up or down, based upon attainment above or below the targeted percentile rank.

F4: Shares granted pursuant to one of the Company's long-term incentive plans with the award scheduled to vest in the first quarter of 2023 if the Company achieves a targeted return on invested capital ("ROIC") in each of 2020, 2021 and 2022. The number of shares in this grant are subject to adjustment, up or down, based upon attainment above or below the targeted ROIC.

F5: Reflects shares of restricted stock forfeited by Mr. Clair pursuant to the terms of performance awards granted in 2017, 2018 and 2019.