Form 4: Core & Main CEO Witkowski Reports Equity Grants

Core & Main CEO Mark R. Witkowski reported the acquisition of restricted stock units and stock options, alongside shares withheld for tax, as part of compensation.

Summary

• Mark R. Witkowski, Chief Executive Officer and Director of Core & Main, Inc. (CNM), reported transactions involving the company's Class A Common Stock.
• On March 11, 2026, 1,685 shares of Class A Common Stock were withheld by the Issuer for tax purposes upon the vesting of restricted stock units, at a price of $49.16 per share.
• Following this transaction, Mr. Witkowski beneficially owned 32,747 shares of Class A Common Stock directly.
• On March 12, 2026, Mr. Witkowski was granted 18,372 Restricted Stock Units (RSUs) at a price of $0, representing a contingent right to receive one share of Class A Common Stock per RSU.
• These RSUs will vest in three equal annual installments on March 11, 2027, March 11, 2028, and March 11, 2029.
• Also on March 12, 2026, Mr. Witkowski was granted 131,382 stock options with an exercise price of $47.63, at a price of $0.
• These options will vest in three equal installments on March 11, 2027, March 11, 2028, and March 11, 2029, and have an expiration date of March 12, 2036.
• After these transactions, Mr. Witkowski directly beneficially owned 51,119 shares of Class A Common Stock and 131,382 derivative securities (options).

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive event, as it represents routine executive compensation that aligns the CEO's interests with long-term shareholder value, without indicating any immediate operational or financial changes.

Positives

• The grant of restricted stock units and stock options to the CEO aligns management's long-term interests with those of shareholders, incentivizing performance and value creation.
• The equity grants represent a significant portion of compensation, demonstrating confidence in the company's future performance.

Future Outlook

The granted restricted stock units and stock options are subject to a vesting schedule over three years, with installments on March 11, 2027, March 11, 2028, and March 11, 2029. This indicates a long-term incentive structure for the CEO.

Industry Context

StockSavvy.ai notes that the grant of equity-based compensation, such as restricted stock units and stock options, is a standard practice across industries for executive remuneration. This approach is widely used to align the interests of top management with those of shareholders, fostering a focus on long-term company performance and stock appreciation. The specific terms and vesting schedules are typical for incentivizing executive retention and performance.

Stakeholder Impact

• Shareholders: The equity grants align the CEO's financial incentives with the company's stock performance, potentially benefiting shareholders through increased focus on long-term value creation.
• Employees: While not directly impacting all employees, executive compensation structures can influence overall company culture and performance expectations.

Next Steps

• The restricted stock units will vest in three equal annual installments on March 11, 2027, March 11, 2028, and March 11, 2029.
• The stock options will vest in three equal annual installments on March 11, 2027, March 11, 2028, and March 11, 2029.

Key Dates

Keywords

Core & Main, CNM, Mark R. Witkowski, CEO, Insider Transaction, Form 4, Restricted Stock Units, Stock Options, Equity Grant, Executive Compensation