Form 4: Vulcan Materials VP Awarded Equity Compensation

Vulcan Materials' Vice President and Controller, Randy L. Pigg, received awards of Performance Share Units and Restricted Stock Units.

Summary

• Randy L. Pigg, Vice President and Controller of Vulcan Materials CO (VMC), was awarded 330 Performance Share Units (PSUs) and 330 Restricted Stock Units (RSUs).
• The PSUs have a performance period from January 1, 2026, to December 31, 2028, and vest on December 31, 2028.
• PSU payment, 100% in Vulcan Common Stock, is based on company performance relative to the S&P 500 Index and the company's annual average growth rate of Cash Gross Profit per ton against a target.
• The RSUs cliff vest on February 19, 2029, and will be settled in shares of Vulcan Common Stock within 75 days after vesting.
• Following these transactions, Randy L. Pigg beneficially owns 330 Performance Share Units and 330 Restricted Stock Units directly.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive development, reflecting standard executive compensation practices designed to align management incentives with company performance and shareholder value over the long term.

Positives

• The award of Performance Share Units and Restricted Stock Units aligns the executive's interests with long-term shareholder value creation.
• Performance-based vesting for PSUs incentivizes achieving specific financial and market-relative targets, such as S&P 500 performance and Cash Gross Profit per ton growth.

Risks

• The value of the Performance Share Units is contingent on future company performance relative to the S&P 500 Index and specific internal financial targets, meaning the actual payout could be lower than the initial award if performance metrics are not met.
• The value of both PSUs and RSUs upon vesting is subject to the market price of Vulcan Common Stock at the time of settlement, introducing market risk.

Future Outlook

The filing details future equity compensation awards for an executive, with vesting and payout contingent on future company performance and market conditions through late 2028 and early 2029.

Industry Context

StockSavvy.ai notes that equity-based compensation, particularly through performance share units and restricted stock units, is a standard practice across various industries, including materials and construction, to incentivize executive performance and align management interests with long-term shareholder returns. This type of award is common for companies within the S&P 500, like Vulcan Materials, to attract and retain top talent.

Corporate Governance

Stakeholder Impact

• Shareholders: Potential for minor dilution upon vesting and settlement of units, but also benefit from incentivized executive performance.
• Employees (specifically Randy L. Pigg): Receives significant long-term equity compensation, aligning personal financial interests with company success.

Next Steps

• The Compensation and Human Capital Committee will determine the payment amount for PSUs based on company performance relative to the S&P 500 Index and Cash Gross Profit per ton growth at the end of the performance period (December 31, 2028).
• PSUs will be paid 100% in Vulcan Common Stock on a payment date determined by the Compensation and Human Capital Committee after December 31, 2028.
• RSUs will cliff vest on February 19, 2029, and be settled in shares of Vulcan Common Stock within 75 days thereafter.

Key Dates

Keywords

Vulcan Materials, VMC, Performance Share Units, Restricted Stock Units, Equity Compensation, Insider Transaction, SEC Form 4, Executive Compensation, Stock Award