SMALLEY GARY G. 4

What Happened

• Gary G. Smalley, CEO, President and a director of Tutor Perini Corporation (TPC), had phantom stock units vest on March 12–13, 2026 that were cash‑settled. The filing shows dispositions of 25,918 shares at $69.20 on 2026-03-12 ($1,793,526) and 57,349 shares at $67.76 on 2026-03-13 ($3,885,968), for a total cash settlement of $5,679,494. The Form 4 also reports the corresponding derivative exercise/conversion entries (coded M) with $0 proceeds, reflecting the cash‑settled nature of the awards.

Key Details

• Transaction dates and prices: Mar 12, 2026 — 25,918 shares at $69.20 ($1,793,526); Mar 13, 2026 — 57,349 shares at $67.76 ($3,885,968).
• Total cash received: $5,679,494.
• Shares owned after transaction: not specified in the filing.
• Footnotes: These results reflect cash‑settled phantom stock units originally granted on Mar 12, 2025 (77,754 units, 25,918 vested Mar 12, 2026) and Mar 13, 2024 (172,048 units, 57,349 vested Mar 13, 2026). The reporting person did not buy or sell actual shares; the settlement was cash only, but SEC reporting shows an acquisition and immediate disposition back to the issuer.
• Filing timeliness: Form 4 filed on Mar 16, 2026; appears to be filed within the required reporting window.

Context

• These transactions were settlements of cash‑settled phantom units (not open‑market share sales or stock transfers). Such vesting-settlements are routine compensation events and are reported as acquisitions and dispositions per SEC reporting rules, so they do not necessarily indicate a change in the insider’s view of the company.