Shah Mitesh Bansilal 4

4 · Vulcan Materials CO · Filed Feb 23, 2026

AI-generated summary of this filing

Updated Feb 23, 2026

Vulcan Materials (VMC) SVP Mitesh Shah Receives Awards

What Happened

Shah Mitesh Bansilal, Senior Vice President and Chief Human Resources Officer of Vulcan Materials Company (VMC), was granted a total of 3,790 derivative awards on February 19, 2026. The filing lists three grant items (1,760; 590; and 1,440 units) recorded at $0.00 acquisition price (these are awards, not open‑market purchases or sales). These awards are reported as derivative instruments (i.e., rights to receive stock or value in the future) rather than immediately issued common shares.

Key Details

Transaction date: February 19, 2026; Form 4 filed February 23, 2026 (within the normal two business‑day filing window).
Grant amounts: 1,760 + 590 + 1,440 = 3,790 total units; all recorded at $0.00 acquisition price.
Shares owned after transaction: Not specified in the provided filing excerpt.
Award types/footnotes in the filing:
- F1: Performance Share Units (PSUs) — performance period runs Jan 1, 2026 to Dec 31, 2028; payout in Vulcan common stock based on relative S&P 500 performance and company cash gross profit per ton growth; settlement on Dec 31 following the performance period.
- F2: Each Restricted Stock Unit (RSU) represents a contingent right to one share of common stock.
- F3: RSUs cliff‑vest on the specified vesting date and are settled in shares within 75 days after vesting.
- F4: Stock Appreciation Rights (SARs) vest in three equal annual installments beginning on the grant date.
Transaction code: A = Award/Grant. These are typically compensation awards, not open‑market trading.

Context

These are compensation grants (derivative awards) that vest or pay out later if vesting/performance conditions are met; they do not represent immediate purchases or sales of shares. PSUs and RSUs convert to shares only upon meeting vesting/performance criteria; SARs provide value tied to future increases in stock price and vest over time. Such awards are common executive compensation and should be interpreted as long‑term incentives rather than direct market sentiment from an immediate buy or sell.

Form 4

Period: 2026-02-19

SVP and CHRO

Transactions

Award
Performance Share Units
[F1]
2026-02-19+1,760→ 1,760 total
From: 2028-12-31→ Common Stock (1,760 underlying)
Award
Restricted Stock Units
[F2][F3]
2026-02-19+590→ 590 total
From: 2029-02-19→ Common Stock (590 underlying)
Award
Stock Appreciation Right
[F4]
2026-02-19+1,440→ 1,440 total
Exercise: $302.85From: 2027-02-19Exp: 2036-02-19→ Common Stock (1,440 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

2 files