Form 4: Granite CFO Woolsey Reports Stock Grants, Tax-Related Dispositions

Granite Construction Inc.'s CFO, Staci M. Woolsey, reported the acquisition of stock units and subsequent tax-related share dispositions, increasing her overall beneficial ownership.

Summary

• Staci M. Woolsey, Chief Financial Officer of Granite Construction Inc. (GVA), reported multiple transactions involving the company's common stock.
• On March 13, 2026, Woolsey was granted 1,656 stock units under the 2024 Equity Incentive Plan, which vest in three equal annual installments.
• On the same date, she received grants of 2,645 and 6,072 stock units, respectively, under the 2021 Equity Incentive Plan, both vesting 100% ten days after the grant date.
• Beneficial ownership was adjusted to include 5 dividend equivalents (DEUs) credited to her account.
• On March 14, 2026, Woolsey disposed of a total of 1,021 shares (330, 316, and 375 shares) at a price of $120.73 per share.
• These dispositions were for tax obligations due to the vesting of previously granted stock units from initial grant dates of March 14, 2023, March 14, 2024, and March 14, 2025.
• Following these transactions, Woolsey's direct beneficial ownership stands at 20,477 shares of Common Stock.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive filing. The significant grants of stock units to the CFO demonstrate continued commitment to equity-based compensation and alignment of management interests with shareholders, while the tax-related dispositions are routine and expected.

Positives

• Staci M. Woolsey, CFO, received significant grants of stock units totaling 10,373 shares (1,656 + 2,645 + 6,072), indicating continued equity-based compensation and alignment with shareholder interests.
• The grants include 1,656 stock units vesting over three years, demonstrating a long-term retention strategy for key management.
• Beneficial ownership increased from an unspecified prior amount to 20,477 shares after all transactions, including dividend equivalents.

Negatives

• A total of 1,021 shares were surrendered for taxes, reducing the immediate beneficial ownership from the gross grant amount, though this is a routine event for equity compensation.

Future Outlook

The filing indicates future vesting events for the 1,656 stock units granted on March 13, 2026, which will occur in three equal annual installments on the first, second, and third anniversaries of the grant date.

Management Comments

• Shares surrendered for taxes due to vesting on March 14, 2026 (initial grant date 3/14/23).
• Shares surrendered for taxes due to vesting on March 14, 2026 (initial grant date 3/14/24).
• Shares surrendered for taxes due to vesting on March 14, 2026 (initial grant date 3/14/25).

Industry Context

StockSavvy.ai notes that equity grants to executive officers like a CFO are standard practice in the construction and infrastructure industry, aligning management incentives with long-term company performance. The tax-related dispositions are also a routine part of executive compensation plans, reflecting the cashless exercise or withholding to cover tax liabilities upon vesting.

Comparison to Industry Standards

• The use of equity incentive plans (2021 and 2024) for executive compensation is consistent with common practices among publicly traded companies in the construction sector, such as Fluor Corporation or KBR, Inc., which also utilize stock units and performance shares to incentivize management.
• The vesting schedules, including immediate vesting for some units and multi-year vesting for others, are typical for balancing retention and performance incentives, comparable to structures seen at peers like AECOM or Jacobs Engineering Group.
• The disposition of shares to cover tax obligations upon vesting is a standard, non-discretionary event for equity compensation across most industries, not unique to Granite Construction.

Stakeholder Impact

• Shareholders: The grants of stock units to the CFO may be viewed positively as they align management's interests with long-term shareholder value. The routine tax-related dispositions are not expected to have a significant impact.
• Employees: The equity incentive plans demonstrate the company's approach to executive compensation, which can influence broader compensation strategies.

Next Steps

• The 1,656 stock units granted on March 13, 2026, will vest in three equal annual installments on the first, second, and third anniversaries of the grant date.

Key Dates

Recommendation

This Form 4 details routine insider transactions involving stock unit grants and tax-related dispositions for the CFO. While the grants are a positive signal of continued executive alignment with company performance, the overall activity is standard for executive compensation and does not provide new fundamental information to warrant a change in investment thesis. Therefore, a "hold" recommendation is appropriate, maintaining current positions while awaiting more substantive operational or financial updates.

Keywords

Granite Construction Inc., GVA, Staci M. Woolsey, Chief Financial Officer, CFO, Insider Transaction, Form 4, Stock Units, Equity Incentive Plan, Beneficial Ownership, Share Grant, Tax Withholding, Executive Compensation