Eagle Materials (EXP) CFO Dale Kesler Exercises Options, Withholds Shares

What Happened Dale Craig Kesler, EVP and Chief Financial Officer of Eagle Materials (EXP), exercised or converted a derivative to acquire 824 shares at $199.13 per share on May 22, 2026, for a reported cash value of $164,083. The filing shows 325 shares were withheld to cover tax obligations (disposed) at the same $199.13 per-share basis (~$64,717), leaving a net of 499 shares received from this transaction. The report also records two restricted stock unit (RSU) awards granted on May 21, 2026 totaling 6,354 RSUs (1,758 + 4,596), reported with no immediate cash value.

Key Details

• Primary transaction dates: May 21, 2026 (RSU grants) and May 22, 2026 (exercise and tax withholding).
• Exercise price / valuation used: $199.13 per share (footnote: this equals prior trading day's closing price).
• Shares acquired via exercise: 824 (total cash cost reported $164,083).
• Shares withheld for taxes: 325 (reported value ~$64,717). Net shares retained from the exercise = 499.
• RSU grants: 1,758 RSUs and 4,596 RSUs granted on May 21, 2026 (total 6,354 RSUs); each RSU represents a contingent right to one share.
• Vesting: RSUs vest ratably in three installments per footnotes (first anniversary of award, March 31, 2028, and March 31, 2029).
• Filing timeliness: Form 4 filed May 26, 2026; this appears timely (filed within the required two business days considering the May 25 holiday).
• Transaction codes: M = exercise/conversion of derivative; F = tax withholding to satisfy tax liability.

Context

• This was an option/derivative exercise with shares withheld to cover taxes (a common, non-open-market way to satisfy tax obligations). The RSU grants are awards that vest over time and do not provide immediate tradable shares. The filing does not state total post-transaction holdings for Kesler, so overall ownership after these entries is not specified in the report.