Form 4: VMC President Sells Shares Under 10b5-1 Plan

Vulcan Materials President Thompson S. Baker II sold 5,818.02 shares of common stock at $292.26 per share under a pre-arranged trading plan.

Summary

• Thompson S. Baker II, President of Vulcan Materials CO (VMC), reported a sale of company common stock.
• The transaction involved the disposition of 5,818.02 shares of Common Stock held in a 401k account.
• The shares were sold at a price of $292.26 per share.
• The transaction occurred on November 4, 2025, and was filed on November 6, 2025.
• This sale was executed pursuant to a Rule 10b5-1(c) trading plan, indicating a pre-scheduled transaction.
• Following the transaction, Mr. Baker beneficially owns a total of 51,728 shares, including 41,485 direct shares and 10,243 indirect shares held through various trusts and for the benefit of children.

Sentiment

Score: 5

Explanation: Neutral. While an insider sale can be seen negatively, the execution under a 10b5-1 plan mitigates concerns about opportunistic selling. The executive retains a substantial holding.

Positives

• The transaction was conducted under a Rule 10b5-1(c) plan, indicating a pre-scheduled sale rather than a reaction to new, non-public information.
• Mr. Baker retains a significant beneficial ownership of 51,728 shares in the company, demonstrating continued alignment with shareholder interests.

Negatives

• An insider sale, even under a 10b5-1 plan, can sometimes be perceived negatively by investors as it reduces the insider's direct stake in the company.

Future Outlook

NA

Industry Context

NA

Corporate Governance

Related Party Transactions

• Indirect beneficial ownership includes 1,208 shares held as Trustee of Martha F. Baker Revocable Living Trusts, 7,135 shares held as Trustee of Thompson S. Baker II Revocable Trust, and 1,900 shares held for the benefit of children. These represent related party holdings.

Stakeholder Impact

• Shareholders: May interpret the insider sale differently; some might view it as a negative signal, while others will recognize it as a pre-planned transaction under a 10b5-1 plan. The executive's continued significant holding may reassure investors.

Key Dates

Recommendation

The insider sale by President Thompson S. Baker II was executed under a pre-arranged 10b5-1 plan, which typically signals a planned liquidity event rather than a reaction to new, negative company-specific information. While any insider selling can be viewed with caution, the pre-scheduled nature and the executive's continued substantial beneficial ownership in Vulcan Materials CO (VMC) suggest no immediate cause for alarm or a change in investment thesis based solely on this filing. Investors should maintain their current position and monitor broader company performance and market conditions.

Keywords

Vulcan Materials, VMC, Insider Trading, Form 4, Stock Sale, Executive Compensation, 10b5-1 Plan, Thompson S. Baker II