Form 4: Vulcan Materials President's Stock Transactions

Vulcan Materials President Thompson S. Baker II reported exercising stock appreciation rights and subsequent sales of common stock, including shares withheld for tax obligations, under a 10b5-1 plan.

Summary

• Thompson S. Baker II, President of Vulcan Materials CO (VMC), reported multiple transactions involving common stock and Stock Appreciation Rights (SARs).
• On November 7, 2025, Baker exercised 6,600 SARs at an exercise price of $121.69, acquiring 6,600 shares of common stock.
• On the same date, Baker exercised 5,500 SARs at an exercise price of $119.59, acquiring 5,500 shares of common stock.
• Also on November 7, 2025, 4,299 shares were disposed of at $286.30 and 3,558 shares were disposed of at $286.30, both marked as 'F' transactions, typically indicating shares withheld for tax purposes upon vesting or exercise.
• On November 10, 2025, Baker sold 4,243 shares of common stock at a price of $289.76.
• All reported transactions were made pursuant to a Rule 10b5-1(c) contract, instruction, or written plan.
• Following these transactions, Baker's direct beneficial ownership of common stock is 41,485 shares.
• Indirect beneficial ownership includes 1,208 shares as Trustee of Martha F. Baker Revocable Living Trusts, 7,135 shares as Trustee of Thompson S. Baker II Revocable Trust, and 1,900 shares held for the benefit of children.

Sentiment

Score: 5

Explanation: This is a routine insider transaction report (Form 4) detailing executive stock activity, including exercises and sales under a pre-planned 10b5-1 program. It does not inherently convey positive or negative sentiment about the company's performance or future prospects.

Positives

• Exercise of Stock Appreciation Rights indicates the executive is realizing value from previously granted equity awards.
• The transactions were conducted under a Rule 10b5-1(c) plan, which provides an affirmative defense against insider trading allegations, suggesting pre-planned sales rather than opportunistic timing.

Negatives

• The sale of 4,243 shares at $289.76 reduces the executive's direct ownership in the company.
• Disposal of 7,857 shares (4,299 + 3,558) for tax withholding purposes also reduces direct ownership.

Future Outlook

NA

Industry Context

NA

Corporate Governance

Related Party Transactions

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

Stakeholder Impact

• Shareholders: May observe a reduction in direct insider ownership, though mitigated by the 10b5-1 plan indicating pre-scheduled transactions.

Key Dates

Keywords

Vulcan Materials, VMC, Insider Trading, Form 4, Stock Appreciation Rights, SARs, Executive Compensation, Stock Sale, 10b5-1 Plan, Corporate Governance