Insider Trading March 3, 2026

Casella Waste Accounting Chief Executes Sell-to-Cover, Retains Majority Stake After PSU Vesting

Kevin Drohan sold 675 shares to meet withholding obligations tied to performance-based units while additional PSUs vested the day prior

By Nina Shah CWST
Casella Waste Accounting Chief Executes Sell-to-Cover, Retains Majority Stake After PSU Vesting
CWST

Kevin Drohan, vice president and chief accounting officer at Casella Waste Systems (CWST), completed a sell-to-cover transaction on February 27, 2026, disposing of 675 Class A shares for $92.61 each to satisfy tax withholding from vested performance-based stock units granted in March 2023. A day earlier, 2,452 shares from the same PSU award vested and were recorded as acquired at no cash value. After these moves, Drohan directly holds 7,462 shares in the company. The company also released fourth-quarter 2025 results showing an EPS beat and a marginal revenue shortfall versus analyst expectations.

Key Points

  • Kevin Drohan sold 675 Class A shares on February 27, 2026 at $92.61 per share under a sell-to-cover instruction to meet tax withholding from vested PSUs.
  • On February 26, 2026, 2,452 PSUs granted March 10, 2023 vested and were recorded as acquired at a value of $0.
  • Following the transactions, Drohan directly holds 7,462 Casella Waste Systems shares; the company also reported Q4 2025 EPS of $0.30 (vs $0.25 expected) and revenue of $469.1 million (vs $470.95 million expected).
  • Sectors impacted: waste management operations and public equity markets where insider transactions and quarterly earnings influence investor assessment.

Transaction details

Casella Waste Systems NASDAQ:CWST reported that Kevin Drohan, the company's vice president and chief accounting officer, sold 675 shares of Class A Common Stock on February 27, 2026. The sale price was $92.61 per share, producing proceeds of $62,511. According to a Form 4 filing with the Securities and Exchange Commission, the disposition was executed automatically under a previously adopted sell-to-cover instruction to cover tax withholding tied to the vesting of performance-based stock units (PSUs).

Vesting and mechanics

The PSUs in question were originally granted on March 10, 2023. The Form 4 indicates the sell-to-cover instruction was adopted by Drohan on August 2, 2023. On February 26, 2026, one day before the sale, Drohan acquired 2,452 shares of Class A Common Stock upon the vesting of those performance-based awards. The filing shows those newly vested shares were recorded with a value of $0 at the time of acquisition, reflecting the mechanics of the PSU vesting and the subsequent sell-to-cover sale to meet withholding obligations.

Post-transaction holdings

After these transactions, Drohan directly owns 7,462 shares of Casella Waste Systems Class A Common Stock.

Company financials noted in filing

The insider activity comes alongside Casella Waste Systems reporting fourth-quarter 2025 results. The company posted earnings per share of $0.30, above analysts’ consensus of $0.25. Revenue for the quarter totaled $469.1 million, slightly under the expected $470.95 million. The release and these figures produced a mixed set of signals: an EPS beat contrasted with a modest revenue shortfall versus forecasts.

Investor context

Both the insider transaction and the quarterly results were disclosed in regulatory filings and the company earnings release. The filing clarifies that the sale was a routine, automated step to satisfy tax withholding associated with the PSU vesting rather than an open-market discretionary sale beyond the specified sell-to-cover instruction. Investors continue to track Casella’s financial metrics and insider holdings as part of assessing the company’s ongoing performance.


Note on information limits

All details above are drawn from the Form 4 filing and the company’s published fourth-quarter 2025 results. Where specifics were not provided in those disclosures, this report notes the limitation rather than inferring additional motives or outcomes.

Risks

  • Mixed quarterly results create uncertainty - the EPS beat contrasts with a small revenue shortfall, which may complicate near-term investor sentiment in the waste management sector.
  • Insider transactions to cover tax withholding can be routine but may be interpreted variably by market participants, adding short-term volatility in the company's stock.
  • Limited detail in filings - the disclosures provide transaction mechanics and headline financials but do not offer further commentary on drivers behind the revenue shortfall or future guidance, leaving some uncertainty for credit and equity analysts.

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