EAGLE MATERIALS INC·4

May 26, 4:11 PM ET

Newby Matt 4

4 · EAGLE MATERIALS INC · Filed May 26, 2026

Research Summary

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Eagle Materials (EXP) EVP Matt Newby Exercises Options, Receives RSUs

What Happened Matt Newby, EVP and General Counsel of Eagle Materials (EXP), exercised/converted a derivative to acquire 559 common shares on 2026-05-22 at an exercise price equal to the prior-day close ($199.13) for a gross value of ~$111,314. The company withheld 220 of those shares to cover tax liabilities (value ~$43,809), leaving a net of 339 shares delivered to Newby. Separately, on 2026-05-21 he was granted two restricted stock unit (RSU) awards totaling 4,312 RSUs (1,193 and 3,119 RSUs); RSUs carry no immediate cash value at grant and vest over multiple future dates.

Key Details

  • Transaction dates/prices: 05/21/2026 (RSU grants at $0); 05/22/2026 (exercise at $199.13/share per F1).
  • Exercise: 559 shares exercised (gross $111,314); 220 shares withheld for taxes ($43,809); net shares received = 339.
  • Grants: 1,193 RSUs and 3,119 RSUs granted on 05/21/2026 (each RSU = right to one share; see F2).
  • Vesting: RSUs vest ratably in three installments (first anniversary of grant, March 31, 2028, and March 31, 2029) per footnotes F3–F4.
  • Shares owned after the transactions: not specified in the filing excerpt provided.
  • Filing timeliness: Form filed 2026-05-26. The 05/22/2026 exercise was filed within the SEC’s 2-business-day window; the 05/21/2026 RSU grants appear to have been filed one business day late.
  • Transaction codes explained: M = exercise/conversion of derivative; F = shares surrendered/withheld to satisfy tax obligations; A = award/grant (RSUs).

Context This was an option exercise with partial withholding for taxes (common practice) and RSU grants that vest over time. The withholding of 220 shares is a tax-related disposition, not an open-market sale. RSU grants are compensation awards and do not necessarily indicate near-term buying or selling intent.

Insider Transaction Report

Form 4
Period: 2026-05-21
Newby Matt
EVP & General Counsel
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-05-22$199.13/sh+559$111,31420,867 total
  • Tax Payment

    Common Stock

    [F1]
    2026-05-22$199.13/sh220$43,80920,647 total
  • Award

    Restricted Stock Units

    [F2][F3]
    2026-05-21+1,1931,193 total
    Common Stock (1,193 underlying)
  • Award

    Non-Qualified Stock Option (Right to Buy)

    [F4]
    2026-05-21+3,1193,119 total
    Exercise: $199.13Exp: 2036-05-21Common Stock (3,119 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F5]
    2026-05-225591,116.453 total
    Common Stock (559 underlying)
Footnotes (5)
  • [F1]In accordance with the issuer's 2023 Equity Incentive Plan, this price represents the closing price per share of Common Stock on the previous trading day.
  • [F2]Each restricted stock unit represents a contingent right to receive one share of EXP common stock.
  • [F3]The restricted stock units (and any accrued dividend equivalent RSUs) vest ratably in three installments on the first anniversary of the date of award; on March 31, 2028; and on March 31, 2029.
  • [F4]This award will vest ratably on the first anniversary of the date of award; on March 31, 2028; and on March 31, 2029.
  • [F5]On May 22, 2025, the reporting person was granted 1,668 restricted stock units. The restricted stock units (and any accrued dividend equivalent RSUs) vest ratably in three installments on the first anniverary of the date of award; on March 31, 2027; and on March 31, 2028.
Signature
/s/ Matt Newby|2026-05-26

Documents

1 file
  • 4
    ownership.xmlPrimary

    4