Clement David P 4

What Happened
David P. Clement, Senior Vice President of Vulcan Materials Company (VMC), was granted four equity awards on February 19, 2026 totaling 6,165 derivative share units: 2,470; 820; 2,030; and 845 units. All grants are reported as award/acquisition transactions (code A) at an exercise/acquisition price of $0.00 and are derivative in nature (not open‑market purchases or sales). The awards appear to be compensation/retention‑related rather than immediate cash transactions.

Key Details

• Transaction date: 2026-02-19; Form 4 filed 2026-02-23 (filed within the 2 business‑day reporting window).
• Transaction type/code: A = Grant/Award (derivative securities). Reported price: $0.00.
• Shares granted: 2,470 + 820 + 2,030 + 845 = 6,165 units.
• Shares owned after transaction: Not disclosed in the provided Form 4 information.
• Footnotes in the filing indicate multiple award types:
  • F1: Performance Share Units (PSUs) — performance period 1/1/2026–12/31/2028; payout in Vulcan common stock based on relative S&P 500 performance and cash gross profit per ton targets.
  • F2: Each Restricted Stock Unit (RSU) equals one contingent share.
  • F3: RSUs cliff vest on specified date and are settled in shares within 75 days after vesting.
  • F4: Stock Appreciation Right (SAR) vests in three equal annual installments.
  • F5: Indicates a special retention grant.
• Filing timeliness: Timely (no late filing flag).

Context
These grants are derivative/compensation awards (PSUs, RSUs and/or SAR/retention awards per footnotes) and do not represent an open‑market purchase or sale. PSUs pay out (if earned) at the end of a performance period based on formulaic goals and are settled in stock; RSUs convert to shares only upon vesting; SARs provide upside tied to stock appreciation and vest over multiple years. Such awards are common for executive compensation and signal company retention/incentive arrangements rather than immediate insider buying or selling.