Form 4: Core & Main Executive John W. Stephens Executes Stock Sales and Conversions
SEC Form 4
John W. Stephens, Chief Accounting Officer of Core & Main, Inc., executed multiple transactions involving the conversion and sale of Class A Common Stock on April 28 and 29, 2025, according to a Form 4 filing with the SEC.
Summary
- On April 28 and 29, 2025, John W. Stephens, Chief Accounting Officer of Core & Main, Inc., engaged in transactions involving Class A Common Stock.
- These transactions included the conversion of Class B common stock and limited partnership interests into Class A common stock.
- Stephens also sold shares of Class A common stock at an average price of approximately $53.02 on April 28 and $53.03 on April 29.
- The sales were executed under a pre-arranged Rule 10b5-1 trading plan adopted on December 18, 2024.
- Stephens also redeemed vested common units for Paired Interests (Class B common stock and limited partnership interests) through Core & Main Management Feeder, LLC.
- Following these transactions, Stephens directly owns 4,120 shares of Class A common stock and indirectly owns 80,000 shares through an LLC.
Sentiment
Score: 5
Explanation: The sentiment is neutral as the filing simply reports transactions executed under a pre-existing plan. There's no inherent positive or negative signal.
Positives
- The transactions were executed under a pre-arranged Rule 10b5-1 trading plan, suggesting they were planned well in advance and not based on any immediate insider knowledge.
Industry Context
Form 4 filings are a routine part of the financial markets, providing transparency into the transactions of company insiders. These filings are closely watched by investors seeking to understand management's perspective on the company's stock.
Comparison to Industry Standards
- Comparing these transactions to industry standards requires analyzing similar Form 4 filings from peer companies in the building materials and construction supplies sector.
- Companies like Ferguson plc, Builders FirstSource, and Beacon Roofing Supply are relevant comparables.
- Analyzing the frequency, size, and timing of insider transactions in these companies can provide context for the significance of Stephens' transactions.
- Additionally, comparing the Rule 10b5-1 trading plans and their execution across these companies can offer insights into best practices and potential red flags.
Related Party Transactions
- The redemption of vested common units for Paired Interests through Core & Main Management Feeder, LLC is a related party transaction.
Stakeholder Impact
- The transactions could have a minor impact on shareholders by slightly increasing the float of Class A common stock.
Key Dates
| Date | Description |
|---|---|
| July 22, 2021 | Date of the original Exchange Agreement. |
| February 13, 2024 | Date of the Fourth Amended and Restated LLC Agreement of Core & Main Management Feeder, LLC. |
| December 18, 2024 | Date the reporting person adopted a Rule 10b5-1 trading plan. |
| April 28, 2025 | Date of Class B to Class A stock conversion and sales. |
| April 29, 2025 | Date of Class B to Class A stock conversion and sales. |
| April 30, 2025 | Date of Form 4 filing. |
Keywords
Core & Main, CNM, John W. Stephens, Class A Common Stock, Class B Common Stock, Limited Partnership Interests, Form 4, SEC, Insider Trading, Rule 10b5-1, Management Feeder LLC, Exchange Agreement
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