Carlisle Mary Andrews 4

What Happened

• Mary Andrews, SVP and CFO of Vulcan Materials (VMC), received 9,973 shares upon settlement of performance share units (PSUs) on Feb 13, 2026. To satisfy tax obligations, 4,444 of those shares were sold at $321.92 each for proceeds of $1,430,612. An additional 5,330 shares were surrendered/withheld (reported as a derivative disposition at $0.00) in connection with the settlement.

Key Details

• Transaction date: 2026-02-13; Form 4 filed 2026-02-17 (filed within the standard 2-business-day window).
• Acquired: 9,973 shares (result of PSU settlement; transaction code M = exercise/conversion of derivative).
• Disposed: 4,444 shares sold at $321.92 for $1,430,612 (transaction code F = payment of exercise price or tax liability) and 5,330 shares withheld/surrendered at $0.00 (reported as M/F).
• Shares owned after transaction: not specified in the information provided here (see full SEC filing for post-transaction beneficial ownership).
• Footnote: Each PSU was settled 100% in Vulcan common stock after a three‑year performance period ending 12/31/2025; the Compensation & Human Capital Committee determined the payout based on pre-established performance criteria.

Context

• This was a PSU settlement (an award vesting), not an open-market purchase or a voluntary sell decision; part-sale and share withholding to cover taxes is a common administrative step and doesn't necessarily indicate a change in confidence. The $0.00 disposition reflects shares withheld/surrendered rather than a market sale.