Form 4: Core & Main Director Dennis Gipson Executes Stock Transactions Under 10b5-1 Plan

Director Dennis Gipson reports multiple transactions involving Class A and Class B common stock, including sales, acquisitions, and exchanges, some executed under a pre-arranged Rule 10b5-1 trading plan.

Summary

• On July 16, 2024, Dennis Gipson, a director at Core & Main, Inc., engaged in several transactions involving the company's stock.
• These transactions included the redemption of vested common units for Class A common stock, exchanges of Class B common stock and limited partnership interests for Class A common stock, and sales of Class A common stock.
• 143 vested common units were redeemed for 143 shares of Class A common stock.
• 24,857 shares of Class B common stock and limited partnership interests were exchanged for 24,857 shares of Class A common stock.
• 25,000 shares of Class A common stock were sold at a weighted average price of $53.0823 per share, with prices ranging from $53.0000 to $53.3700.
• These sales were executed under a Rule 10b5-1 trading plan adopted on April 1, 2024.
• Gipson also indirectly holds securities through the Irrevocable Trust FBO D. G. Gipson and Management Feeder, LLC.
• As of the report, Gipson directly or indirectly owns Class A common stock, Class B common stock, and limited partnership interests.

Sentiment

Score: 5

Explanation: The document is a standard regulatory filing detailing stock transactions. It doesn't inherently convey positive or negative sentiment, but rather provides factual information.

Future Outlook

2,449 RSUs will vest upon the earlier to occur of the one year anniversary of the grant date or the Issuer's next annual meeting of shareholders to be held in 2025 and be settled in shares of Class A common stock, subject to the reporting person's continued service as a director of the Issuer.

Industry Context

This Form 4 filing is a routine disclosure of stock transactions by a company insider, as required by the SEC. It provides transparency to investors regarding the buying and selling activities of company executives and directors.

Comparison to Industry Standards

• Form 4 filings are standard practice for publicly traded companies and their insiders.
• The transactions reported are typical for executives who may have compensation packages that include stock options, restricted stock units, or other equity-based awards.
• The use of a Rule 10b5-1 trading plan is a common strategy to allow insiders to sell shares without being accused of trading on non-public information; many companies such as Apple, Microsoft, and Alphabet have executives who utilize similar plans.

Stakeholder Impact

• The transactions may have a minor impact on shareholders, as they involve the sale of shares by a director.
• However, the use of a Rule 10b5-1 trading plan suggests that these transactions were planned and not based on any inside information.

Key Dates