Wolf Mark D. 4

What Happened

• Mark D. Wolf, General Counsel and Corporate Secretary of Sterling Infrastructure (STRL), reported the release of 2,996 performance-share units (PSUs) on 2026-02-25. Those PSUs were awarded at $0 cost but had market value.
• To satisfy tax withholding tied to the PSU release, 1,193 shares were retained/disposed by the company at $455.25 per share for a total of $543,113. Net to Wolf were 1,803 shares (2,996 awarded minus 1,193 withheld). Of those, 1,505 shares remain subject to restrictions/forfeiture under certain conditions.

Key Details

• Transaction date: 2026-02-25; Form 4 filed 2026-02-27 (timely).
• Award: 2,996 shares (PSUs granted in 2023 that satisfied performance conditions).
• Withholding/disposition: 1,193 shares at $455.25 each, totaling $543,113, used to satisfy tax withholding (company-retained).
• Net shares delivered to insider: 1,803; of those, 1,505 remain restricted per the filing.
• Filing appears to be a routine PSU settlement with tax withholding — not an open-market sale for investment liquidity.

Context

• This was a PSU settlement (award release) rather than a market-motivated sale—the disposed shares were used to meet tax obligations (common practice when restricted/earned shares vest).
• For retail investors, awards and tax-withholding sales generally do not signal the same trading intent as an open-market sale by an insider.