| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 04/01/2026 | 3. Issuer Name and Ticker or Trading Symbol
TEREX CORP [ TEX ] | |||||||||||||||
| 3a. Foreign Trading Symbol
| 5. If Amendment, Date of Original Filed
(Month/Day/Year) | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock, $ .01 par value | 54,826(1) | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Explanation of Responses: |
| 1. The shares include 43,818 restricted stock units (RSUs) issued by Issuer pursuant to long-term incentive plans. Each RSU represents a contingent right to receive 1 share of Issuer's common stock. 18,837 RSUs will vest 12/31/2026, 11,869 RSUs will vest 12/31/2027, 2,003 RSUs will vest 12/31/2028, and 1,296 RSUs will vest on each of 3/15/2027, 3/15/2028 and 3/15/2029, subject to the Reporting Person's continued employment with Issuer on such dates. 3,611 RSUs will vest in the 1st quarter of 2029 if the Company achieves a targeted return on invested capital (ROIC) in each of 2026, 2027 and 2028, subject to adjustment, up or down, based upon attainment above or below the targeted ROIC. 3,611 RSUs will vest in the 1st quarter of 2029 if the Company achieves a targeted percentile rank against a peer group of companies for 3 year annualized total shareholder return (TSR) for the period 1/1/2026 - 12/31/2028, subject to adjustment, up or down, based upon attainment above or below the target. |
| Remarks: |
| EXHIBIT LIST: Exhibit 24 - Power of Attorney |
| /s/Scott J. Posner, power of attorney | 04/09/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 3: SEC 1473 (03-26) | ||