Vulcan Materials CO·4

Feb 17, 5:51 PM ET

Hill J Thomas 4

4 · Vulcan Materials CO · Filed Feb 17, 2026

Research Summary

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Vulcan Materials (VMC) Director J. Thomas Hill Exercises PSUs, Sells Shares

What Happened On Feb 13, 2026, Vulcan Materials director J. Thomas Hill had performance share units (PSUs) convert into company stock. The filing reports 50,181 shares acquired on conversion of the PSUs. To satisfy tax withholding, 22,272 shares were disposed at $321.92 per share, generating $7,169,802. The report also includes a related derivative reporting entry showing 26,820 shares (reported at $0.00), which is part of the PSU conversion/settlement reporting.

Key Details

  • Transaction date: February 13, 2026; Form 4 filed February 17, 2026 (no late filing flagged in the report).
  • Tax withholding sale: 22,272 shares disposed at $321.92 / share for total proceeds of $7,169,802 (code F).
  • PSU settlement: 50,181 shares reported as acquired on conversion of performance-based awards (code M).
  • Additional derivative entry: 26,820 shares reported disposed at $0.00 (code M) as part of the settlement reporting.
  • Shares owned after transaction: not specified in the excerpted filing.
  • Footnote: Each PSU was settled 100% in Vulcan common stock after a three-year performance period ending 12/31/2025; payout amount determined by the Compensation & Human Capital Committee.

Context This appears to be a routine compensation event: PSUs vested and were settled in stock, and a block of shares was surrendered/sold to cover tax liabilities (a common cashless withholding). Such tax-withholding sales are typical and do not, by themselves, indicate a change in the insider’s market view. Transaction codes: M = exercise/conversion of derivative (PSU settlement); F = payment of exercise price or tax liability (withholding sale).

Insider Transaction Report

Form 4
Period: 2026-02-13
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-13+50,18157,601.665 total
  • Tax Payment

    Common Stock

    2026-02-13$321.92/sh22,272$7,169,80235,329.665 total
  • Exercise/Conversion

    Performance Share Units

    [F1]
    2026-02-1326,8200 total
    From: 2025-12-31Common Stock (26,820 underlying)
Holdings
  • Common Stock (401k)

    174.574
Footnotes (1)
  • [F1]Each Performance Share Unit ("PSU") was settled 100% in Vulcan common stock. These PSUs vested following a three-year performance period ending December 31, 2025. At the end of the performance period, the Compensation & Human Capital Committee determined to pay out the award based on pre-established performance criteria.
Signature
/s/ Jennifer L. Commander, Attorney-In-Fact|2026-02-17

Documents

2 files
  • 4
    primarydocument.xmlPrimary

    PRIMARY DOCUMENT

  • EX-24

    POWER OF ATTORNEY