Stern Brian K. 4

4 · MYR GROUP INC. · Filed Mar 24, 2026

AI-generated summary of this filing

Updated Mar 24, 2026

MYR Group (MYRG) SVP/COO Brian Stern Receives RSUs; Shares Withheld

What Happened

Brian K. Stern, SVP and COO T&D of MYR Group (MYRG), had previously awarded restricted stock units (RSUs) vest and were settled into common shares on March 21–23, 2026. Gross vested shares: 1,341 (708 on 3/21; 347 on 3/22; 286 on 3/23). To satisfy tax withholding, 452 shares were surrendered (201, 127, 124 respectively), totaling about $119,199 withheld. After withholding, 889 net shares were delivered to Stern. Separately, Stern received a new grant of 1,202 RSUs on March 23, 2026 (these are derivative awards that vest over time).

Key Details

Transaction dates and actions:
- 2026-03-21: 708 RSUs converted to shares (M); 201 shares withheld for taxes (F) at $259.68/share = $52,196.
- 2026-03-22: 347 RSUs converted to shares (M); 127 shares withheld for taxes (F) at $259.68/share = $32,979.
- 2026-03-23: 286 RSUs converted to shares (M); 124 shares withheld for taxes (F) at $274.39/share = $34,024.
- 2026-03-23: Grant (A) of 1,202 RSUs awarded (derivative).
Totals: 1,341 RSUs vested, 452 shares withheld (~$119,199), 889 net shares issued; 1,202 RSUs newly granted.
Footnotes: The vested units were RSUs awarded in prior years (Mar 21, 2025; Mar 22, 2024; Mar 23, 2023) that vest ratably over three years and settle one-for-one in common stock. The withheld shares were to satisfy tax obligations (net settlement).
Filing: Form 4 filed 2026-03-24 covering transactions through 2026-03-23 — filing appears timely (not marked late).
Shares owned after transaction: not specified in the provided data.

Context

These transactions are vesting and tax-withholding events for RSUs (derivative conversions), not open-market purchases or discretionary sales. Withholding shares to cover taxes is routine and is a form of net settlement rather than a market sale driven by sentiment. The 1,202-share grant is an award (derivative RSUs) that will vest ratably over the applicable period per the plan.

Form 4

Period: 2026-03-21

SVP and COO T&D

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-03-21+708→ 4,158 total
Tax Payment
Common Stock
[F2]
2026-03-21$259.68/sh−201$52,196→ 3,957 total
Exercise/Conversion
Common Stock
[F3]
2026-03-22+347→ 4,304 total
Tax Payment
Common Stock
[F2]
2026-03-22$259.68/sh−127$32,979→ 4,177 total
Exercise/Conversion
Common Stock
[F4]
2026-03-23+286→ 4,463 total
Tax Payment
Common Stock
[F2]
2026-03-23$274.39/sh−124$34,024→ 4,339 total
Exercise/Conversion
RESTRICTED STOCK UNIT
[F1]
2026-03-21−708→ 1,417 total
From: 2026-03-21Exp: 2026-03-21→ Common Stock (708 underlying)
Exercise/Conversion
RESTRICTED STOCK UNIT
[F3]
2026-03-22−347→ 348 total
From: 2026-03-22Exp: 2026-03-22→ Common Stock (347 underlying)
Exercise/Conversion
RESTRICTED STOCK UNIT
[F4]
2026-03-23−286→ 0 total
From: 2026-03-23Exp: 2026-03-23→ Common Stock (286 underlying)
Award
RESTRICTED STOCK UNIT
[F5]
2026-03-23+1,202→ 1,202 total
→ Common Stock (1,202 underlying)

Footnotes (5)

[F1]These Restricted Stock Units, which were awarded on March 21, 2025 pursuant to the Issuer's 2017 Long-Term Incentive Plan, vest ratably over three years and were settled in shares of the Issuer's common stock on a one-for-one basis.
[F2]Represents shares of the Issuer's common stock withheld to satisfy tax withholding obligations in connection with the vesting of Restricted Stock Units granted pursuant to the Issuer's 2017 Long-Term Incentive Plan.
[F3]These Restricted Stock Units, which were awarded on March 22, 2024 pursuant to the Issuer's 2017 Long-Term Incentive Plan, vest ratably over three years and were settled in shares of the Issuer's common stock on a one-for-one basis.
[F4]These Restricted Stock Units, which were awarded on March 23, 2023 pursuant to the Issuer's 2017 Long-Term Incentive Plan, vest ratably over three years and were settled in shares of the Issuer's common stock on a one-for-one basis.
[F5]Each Restricted Stock Unit, awarded pursuant to the Issuer's 2017 Long-Term Incentive Plan, represents a contingent right to receive one share of the Issuer's common stock. The Restricted Stock Units vest ratably over three years beginning on the first anniversary of the grant date.

Signature

/s/ William F. Fry as Attorney-in-Fact for Brian K. Stern|2026-03-24

1 file