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Vulcan Materials CO·4

Feb 23, 5:39 PM ET

Carlisle Mary Andrews 4

4 · Vulcan Materials CO · Filed Feb 23, 2026

Research Summary

AI-generated summary of this filing

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Vulcan Materials (VMC) CFO Mary Andrews Receives Equity Awards

What Happened
Carlisle (Mary) Andrews, Senior Vice President and Chief Financial Officer of Vulcan Materials Company (VMC), received three equity awards on February 19, 2026 totaling 9,830 units: 4,560, 1,520 and 3,750. Each award was reported as acquired at $0.00, indicating these were compensation grants (derivative awards), not open‑market purchases or sales. No immediate cash changed hands and no shares appear to have been delivered at grant — vesting or performance conditions determine future settlement.

Key Details

  • Transaction date: 2026-02-19; Form 4 filed: 2026-02-23. Report shows acquisition at $0.00 per unit (award/grant, code A).
  • Award sizes reported: 4,560 units; 1,520 units; 3,750 units (total 9,830 units).
  • Shares owned after transaction: not specified in the provided filing extract.
  • Footnotes / award terms of note:
    • Performance Share Units (PSUs): vest based on a 2026–2028 performance period and are paid 100% in Vulcan common stock at the end of the period (see F1).
    • Restricted Stock Units (RSUs): each RSU equals a contingent right to one share; RSUs cliff‑vest on their specified date and are settled in shares within 75 days after vesting (F2, F3).
    • Stock Appreciation Rights (SARs): vest in three equal annual installments beginning on the grant date (F4).
  • Filing timeliness: filing date (Feb 23) is listed; the report shows the Feb 19 transaction. The filing did not indicate a tardiness note in the excerpt provided.

Context
These were compensation grants (derivative awards) subject to time and/or performance vesting rather than market purchases or sales. PSUs convert to shares only if performance targets are met at the end of the performance period; RSUs convert to shares upon vesting; SARs provide value based on future stock appreciation and vest over time. Such awards are routine executive compensation and do not by themselves indicate immediate insider buying or selling.

Insider Transaction Report

Form 4
Period: 2026-02-19
Vulcan Materials COVMC
Carlisle Mary Andrews
SVP and CFO
Transactions
  • Award

    Performance Share Units

    [F1]
    2026-02-19+4,560→ 4,560 total
    From: 2028-12-31→ Common Stock (4,560 underlying)
  • Award

    Restricted Stock Units

    [F2][F3]
    2026-02-19+1,520→ 1,520 total
    From: 2029-02-19→ Common Stock (1,520 underlying)
  • Award

    Stock Appreciation Right

    [F4]
    2026-02-19+3,750→ 3,750 total
    Exercise: $302.85From: 2027-02-19Exp: 2036-02-19→ Common Stock (3,750 underlying)
Footnotes (4)
  • [F1]Performance Share Units vest on December 31 at the end of the Performance Period. The Performance Period for this award begins on January 1, 2026 and ends on December 31, 2028. At the end of the Performance Period, the Compensation and Human Capital Committee determines the payment amount based on (1) Company performance relative to the S&P 500 Index, of which the Company is a member, and (2) the Company's annual average growth rate of Cash Gross Profit per ton versus a pre-determined target. The payment is made 100% in Vulcan Common Stock on a payment date determined by the Compensation and Human Capital Committee.
  • [F2]Each Restricted Stock Unit represents a contingent right to receive one share of Vulcan Common Stock.
  • [F3]Restricted Stock Units cliff vest on the specified date and are settled in shares of Vulcan Common Stock within 75 days after the applicable vesting date.
  • [F4]Stock Appreciation Right vests in three (3) equal annual installments beginning on this date.
Signature
/s/ Jennifer L. Commander, Attorney-In-Fact|2026-02-23

Documents

2 files