Form 4: Core & Main CEO Stephen LeClair Executes Stock Transactions Under 10b5-1 Plan

Sentiment:

SEC Form 4 Filing


Core & Main's CEO, Stephen LeClair, converted and sold 200,000 shares of Class A common stock on December 3, 2024, under a pre-arranged trading plan.

Summary

  • On December 3, 2024, Core & Main CEO Stephen LeClair engaged in several transactions involving the company's stock.
  • He converted 200,000 shares of Class B common stock and limited partnership interests into 200,000 shares of Class A common stock.
  • He also redeemed 200,000 vested common units for 200,000 paired interests.
  • Subsequently, he sold 200,000 shares of Class A common stock at a weighted average price of $54.8809 per share, with prices ranging from $53.2700 to $55.9600.
  • These transactions were executed under a Rule 10b5-1 trading plan adopted on July 11, 2024.
  • Following these transactions, LeClair directly owns 92,349 shares of Class A common stock and indirectly owns 1,772,945 shares through an LLC.

Sentiment

Score: 7

Explanation: The document reflects standard insider trading activity under a pre-arranged plan, which is neither positive nor negative. The transactions are routine and expected.

Industry Context

This is a routine filing related to insider trading activity and is common for executives of publicly traded companies. The use of a 10b5-1 plan is a standard practice to avoid accusations of insider trading.

Comparison to Industry Standards

  • The use of a 10b5-1 trading plan is a common practice among executives at publicly traded companies, such as those in the construction and infrastructure materials sector, like Ferguson plc (FERG) or Builders FirstSource (BLDR).
  • These plans allow for pre-scheduled stock sales to avoid accusations of insider trading, and the reported transactions are typical for executives managing their personal portfolios.
  • The price range of $53.2700 to $55.9600 per share is within the normal trading range for Core & Main's stock, and the volume of 200,000 shares is not unusual for insider transactions.

Stakeholder Impact

  • The transactions may have a minor impact on the stock price due to the volume of shares sold, but the pre-arranged nature of the sales should mitigate any significant volatility.
  • Shareholders may view the transactions as routine insider activity, and the company's operations are not directly affected.

Key Dates

DateDescription
2021-07-22Date of the original exchange agreement.
2022-03-11Date of a restricted stock unit grant that vests on March 11, 2025.
2023-03-10Date of a restricted stock unit grant that vests in two equal installments on March 10, 2025 and March 10, 2026.
2024-02-13Date of the Fourth Amended and Restated LLC Agreement of Core & Main Management Feeder, LLC.
2024-03-07Date of a restricted stock unit grant that vests in three equal installments on March 7, 2025, March 7, 2026 and March 7, 2027.
2024-07-11Date the Rule 10b5-1 trading plan was adopted.
2024-12-03Date of the stock transactions including conversion, redemption and sale.
2024-12-05Date the Form 4 was signed.

Keywords

Core & Main, Stephen LeClair, Class A Common Stock, Class B Common Stock, Rule 10b5-1, Insider Trading, Stock Transaction, Paired Interests, Limited Partnership Interests, Management Feeder LLC

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