Form 4: Core & Main CFO Executes Pre-Planned Stock Sales and Equity Conversions

Core & Main's Chief Financial Officer, Robyn L. Bradbury, engaged in a series of pre-planned transactions on July 1, 2025, involving the conversion of equity interests and the sale of Class A common stock totaling 24,700 shares for approximately $1.5 million.

Summary

• On July 1, 2025, Robyn L. Bradbury, Chief Financial Officer of Core & Main, Inc., executed several transactions related to the company's equity.
• 43 vested common units (Units) held directly by the reporting person in Core & Main Management Feeder, LLC were redeemed for 43 shares of Class A common stock.
• 24,957 vested Units held directly by the reporting person were redeemed for 24,957 Paired Interests (Class B common stock and limited partnership interests of Core & Main Holdings, LP).
• 24,957 Paired Interests were subsequently exchanged for 24,957 shares of Class A common stock.
• The reporting person sold a total of 24,700 shares of Class A common stock in multiple transactions under a Rule 10b5-1 trading plan adopted on April 1, 2025.
• The sales occurred at weighted average prices of $59.9658 (13,363 shares), $61.0812 (11,318 shares), and $61.5771 (319 shares), totaling approximately $1,512,300.99.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to significant insider sales, although the impact is mitigated by the fact that these transactions were pre-planned under a Rule 10b5-1 trading plan, suggesting a structured liquidity event rather than a reaction to adverse company developments.

Positives

• The sales of Class A common stock were executed pursuant to a pre-planned Rule 10b5-1 trading plan, which indicates a structured approach to liquidity rather than a reaction to negative company news.
• The conversions and exchanges of various equity interests (Units, Paired Interests) into Class A common stock simplify the reporting person's equity structure in the company.

Negatives

• The Chief Financial Officer sold a significant number of shares (24,700 shares) of Class A common stock, which can sometimes be perceived negatively by the market as it reduces direct insider equity exposure.

Future Outlook

The document does not provide any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

This filing details routine insider transactions and does not provide information related to broader industry trends or competitive landscape.

Corporate Governance

Related Party Transactions

• The transactions involve the Chief Financial Officer of Core & Main, Inc. and the company's equity securities, which are inherently related-party dealings. The conversions of Units and Paired Interests into Class A common stock are governed by pre-existing agreements (LLC Agreement and Exchange Agreement) between the reporting person and entities related to Core & Main.

Stakeholder Impact

• Shareholders: The sale of Class A common stock by a key executive could lead to a perception of reduced insider confidence, potentially influencing investor sentiment and share price. However, the pre-planned nature of the sales (Rule 10b5-1 plan) may temper this impact.

Key Dates

Recommendation

Keywords

Core & Main, CNM, SEC Form 4, insider trading, stock sale, Class A common stock, Class B common stock, limited partnership interests, Robyn L. Bradbury, Chief Financial Officer, Rule 10b5-1 plan, equity conversion