[144] Core & Main, Inc. SEC Filing

Rhea-AI Filing Summary

A Form 144 filed with the U.S. Securities and Exchange Commission discloses that an unnamed shareholder intends to sell up to 57,943 Class A shares of Core & Main, Inc. (NYSE: CNM). Based on the filing’s stated aggregate market value of approximately $3.38 million, the transaction represents roughly 0.03% of the company’s 189,654,473 shares outstanding.

The shares were originally acquired through the exercise of employee stock options that were granted on 11 Mar 2022, 10 Mar 2023, and 7 Mar 2024 and exercised for cash on 23 Jun 2025. The proposed sale is expected to occur on or about 23 June 2025 via Fidelity Brokerage Services on the NYSE. The filer reports no other sales in the past three months.

The standard Rule 144 representation is included, confirming the seller does not possess any undisclosed material adverse information about Core & Main.

Positive

• No insider sales reported in the previous three months, indicating limited recent selling pressure.
• Shares to be sold equal only 0.03% of total outstanding stock, implying minimal dilution or market impact.

Negative

• Insider plans to liquidate roughly $3.4 million in stock, which some investors may view as a modest negative sentiment signal.

Insights

Financial Analyst

TL;DR: Small insider sale (~$3.4 M, 0.03% float); unlikely to move CNM valuation, neutral signal.

From a capital-markets standpoint, the contemplated divestiture of 57,943 shares is immaterial relative to Core & Main’s nearly 190 million shares outstanding. The lack of prior sales in the last quarter suggests this is routine liquidity management rather than a sustained selling trend. Because the shares stem from recently exercised options, the transaction may simply monetize compensation rather than reflect a change in company outlook. Overall valuation impact and float dynamics should remain negligible.

Corporate Governance Expert

TL;DR: Routine Form 144 filing; insider seeks liquidity, governance risk minimal.

The filing provides no indication of undisclosed adverse information, satisfying Rule 144’s disclosure safeguards. Option-related sales are common and, at 0.03% of OS, pose no governance red flag. Absence of clustered insider selling or large percentage disposals supports a neutral interpretation. Investors may still monitor further filings to detect any emerging trend, but the current notice is procedurally standard.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	57943	3377426.97	189654473	06/23/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A	06/23/2025	Option Granted 03/11/2022	Issuer			30255	06/23/2025	Cash
Class A	06/23/2025	Option Granted 03/10/2023	Issuer			22334	06/23/2025	Cash
Class A	06/23/2025	Option Granted 03/07/2024	Issuer			5354	06/23/2025	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many Core & Main (CNM) shares are being sold under this Form 144?

Up to 57,943 Class A shares are slated for sale.

What is the estimated value of the CNM shares to be sold?

The aggregate market value is approximately $3.38 million.

When is the anticipated sale date for the CNM shares?

The filer lists an approximate sale date of 23 June 2025.

What percentage of Core & Main’s outstanding shares does the sale represent?

The proposed sale equals about 0.03% of the 189,654,473 shares outstanding.

Were there any other insider sales of CNM shares in the last three months?

No. The Form 144 states "Nothing to Report" for sales during the past three months.