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Arcosa CEO disposes of 667,240 shares in merger

The phantom units settled in cash upon Carrillo's termination of services, and each unit was economically equivalent to one common share.

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Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
4

Rhea-AI Filing Summary

Arcosa, Inc. President & CEO Antonio Carrillo reported transactions on October 23, 2026: 168,305 shares acquired through vesting of restricted stock units subject to performance criteria, and 667,240 common shares disposed of under the merger agreement. The agreement provided $150.00 per common share and accrued but unpaid dividend equivalents on awards, as applicable. Carrillo also disposed of 4,887 phantom stock units, settled in cash upon termination of service; each unit was economically equivalent to one common share. No Rule 10b5-1 plan is reported.

Insider Carrillo Antonio
Role President & CEO
Type Security Shares Price Value
Disposition Arcosa Phantom Stock Units F4, F3 4,887 $150.00 $733K
Grant/Award Common Stock F1 168,305 $0.00 $0.00
Disposition Common Stock F2 667,240 $150.00 $100.09M
Holdings After Transaction: Arcosa Phantom Stock Units — 0 contracts (Direct); Common Stock — 0 shares (Direct)
Footnotes (4)
  1. F1. Represents the vesting of restricted stock units subject to performance criteria pursuant to the terms of the Agreement and Plan of Merger, dated June 21, 2026, by and among CRH Americas, Inc., Neon Merger Sub, Inc., and Arcosa, Inc. (the "Merger Agreement").
  2. F2. Disposed of pursuant to the Merger Agreement in exchange for a cash payment of (i) $150.00 per share of common stock and (ii) $150.00 per share of common stock underlying awards of restricted stock and restricted stock units, as applicable, plus any accrued but unpaid dividend equivalents in respect of such awards.
  3. F3. The Arcosa phantom stock units were accrued under the Arcosa, Inc. Deferred Plan for Director Fees (the "Plan"). Each share of phantom stock units was the economic equivalent of one share of common stock. The phantom stock units settled in cash upon the reporting person's termination of services with Arcosa.
  4. F4. Price determined as of September 30, 2026 pursuant to the terms of the Plan.
Common shares disposed of 667,240 shares Disposition under the merger agreement on October 23, 2026
Merger agreement price per common share $150.00 per share Common-stock consideration
Shares acquired at vesting 168,305 shares Restricted stock units subject to performance criteria, October 23, 2026
Phantom stock units disposed of 4,887 units Settled in cash upon termination of services with Arcosa, October 23, 2026
Phantom-unit price $150.00 per share Determined as of September 30, 2026 under the Plan
Phantom units following transaction 0 units Reported position following the transaction
phantom stock units financial
"Arcosa phantom stock units were accrued under the Arcosa, Inc. Deferred Plan for Director Fees"
Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.
restricted stock units financial
"vesting of restricted stock units subject to performance criteria"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
dividend equivalents financial
"accrued but unpaid dividend equivalents in respect of such awards"
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
Deferred Plan for Director Fees technical
"accrued under the Arcosa, Inc. Deferred Plan for Director Fees"
A deferred plan for director fees lets a company delay paying board members their compensation until a future date or convert it into a future payment vehicle, such as cash at a later time or equity that vests over years. For investors, it matters because deferral can conserve current cash and tie directors’ rewards to long-term company performance—similar to choosing to receive part of your paycheck later to encourage long-term commitment—but it also creates future obligations that affect shareholder value and bankruptcy risk.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many Arcosa (ACA) common shares did Antonio Carrillo dispose of?

Antonio Carrillo disposed of 667,240 common shares on October 23, 2026. The merger agreement provided $150.00 per common share and accrued but unpaid dividend equivalents on awards, as applicable.

How many Arcosa (ACA) phantom stock units remained after Antonio Carrillo's transaction?

Carrillo had 0 phantom stock units following the disposition of 4,887 units. They settled in cash upon termination of his services with Arcosa; each unit was economically equivalent to one common share, and the $150.00 per-share price was determined as of September 30, 2026 under the Plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Carrillo Antonio

(Last)(First)(Middle)
500 N AKARD ST. SUITE 400

(Street)
DALLAS TEXAS 75201

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Arcosa, Inc. [ ACA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/23/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock10/23/2026A168,305A$0(1)667,240D
Common Stock10/23/2026D667,240D$150(2)0D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Arcosa Phantom Stock Units$010/23/2026D4,887 (3) (3)Common Stock4,887$150(4)0D
Explanation of Responses:
1. Represents the vesting of restricted stock units subject to performance criteria pursuant to the terms of the Agreement and Plan of Merger, dated June 21, 2026, by and among CRH Americas, Inc., Neon Merger Sub, Inc., and Arcosa, Inc. (the "Merger Agreement").
2. Disposed of pursuant to the Merger Agreement in exchange for a cash payment of (i) $150.00 per share of common stock and (ii) $150.00 per share of common stock underlying awards of restricted stock and restricted stock units, as applicable, plus any accrued but unpaid dividend equivalents in respect of such awards.
3. The Arcosa phantom stock units were accrued under the Arcosa, Inc. Deferred Plan for Director Fees (the "Plan"). Each share of phantom stock units was the economic equivalent of one share of common stock. The phantom stock units settled in cash upon the reporting person's termination of services with Arcosa.
4. Price determined as of September 30, 2026 pursuant to the terms of the Plan.
Remarks:
/s/ Mark Elmore, by Power of Attorney10/23/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

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