Core & Main (CNM) director receives 2,799 restricted stock units in equity grant

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Kimbrough Orvin T reported acquisition or exercise transactions in this Form 4 filing.

Core & Main, Inc. director Kimbrough Orvin T reported a compensation-related equity grant. He received 2,799 restricted stock units of Class A common stock as director compensation at a price of $0.00 per unit. These units vest upon the earlier of the one-year anniversary of the grant date or the company’s next annual meeting of shareholders to be held in 2027, and will be settled in Class A common shares, subject to his continued board service. After this award, he holds 16,757 Class A shares directly and 3 Class A shares indirectly through Core & Main Management Feeder, LLC, tied to redeemable units exchangeable one-for-one into Class A stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Kimbrough Orvin T

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	2,799	$0.00	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 16,757 shares (Direct, null); Class A Common Stock — 3 shares (Indirect, By LLC)

Footnotes (1)

Represents restricted stock units granted as director compensation. The restricted stock units will vest upon the earlier to occur of the one year anniversary of the grant date or the Issuer's next annual meeting of shareholders to be held in 2027 and be settled in shares of Class A common stock, subject to the reporting person's continued service as a director of the Issuer. Represents securities held by Core & Main Management Feeder, LLC ("Management Feeder") in respect of common units ("Units") of Management Feeder held directly by the reporting person. Pursuant to the Fourth Amended and Restated LLC Agreement of Management Feeder, dated as of February 13, 2024, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for shares of Class A common stock, on a one-for-one basis.

Key Figures

RSU grant size: 2,799 units Grant price: $0.00 per unit Direct Class A holdings after grant: 16,757 shares +2 more

5 metrics

RSU grant size 2,799 units Restricted stock units granted as director compensation

Grant price $0.00 per unit Restricted stock unit grant price

Direct Class A holdings after grant 16,757 shares Total direct Class A common stock after award

Indirect Class A holdings 3 shares Indirectly held through Core & Main Management Feeder, LLC

Vesting outside date 2027 Vesting by next annual meeting of shareholders to be held in 2027

Key Terms

restricted stock units, director compensation, annual meeting of shareholders, LLC Agreement, +1 more

5 terms

restricted stock units financial

"Represents restricted stock units granted as director compensation."

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.

director compensation financial

"Represents restricted stock units granted as director compensation."

annual meeting of shareholders financial

"the Issuer's next annual meeting of shareholders to be held in 2027"

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

LLC Agreement financial

"Pursuant to the Fourth Amended and Restated LLC Agreement of Management Feeder"

redeemable financial

"such vested Units held by the reporting person are redeemable at the discretion of the reporting person"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/24/2026 - 08:01 PM Accepted by SEC EDGAR 06/24/2026 - 08:01 PM

SEC Form 4

FORM 4

UNITED 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

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^*

Kimbrough Orvin T

(Last)

(First)

(Middle)

C/O CORE & MAIN, INC.

1830 CRAIG PARK COURT

(Street)

ST. LOUIS

MISSOURI

63146

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Core & Main, Inc. [ CNM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/23/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	06/23/2026		A		2,799⁽¹⁾	A	$0	16,757	D
Class A Common Stock								3	I⁽²⁾	By LLC

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents restricted stock units granted as director compensation. The restricted stock units will vest upon the earlier to occur of the one year anniversary of the grant date or the Issuer's next annual meeting of shareholders to be held in 2027 and be settled in shares of Class A common stock, subject to the reporting person's continued service as a director of the Issuer.

2. Represents securities held by Core & Main Management Feeder, LLC ("Management Feeder") in respect of common units ("Units") of Management Feeder held directly by the reporting person. Pursuant to the Fourth Amended and Restated LLC Agreement of Management Feeder, dated as of February 13, 2024, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for shares of Class A common stock, on a one-for-one basis.

Remarks:

	/s/ Jackie Burkhardt, as Attorney-in-Fact for Orvin T. Kimbrough	06/24/2026
	** Signature of Reporting Person	Date
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did CNM director Kimbrough Orvin T report?

Kimbrough Orvin T reported receiving 2,799 restricted stock units of Core & Main Class A common stock as director compensation, priced at $0.00 per unit. This is a grant or award, not an open-market purchase or sale, and reflects routine equity-based board compensation.

When do the new CNM restricted stock units for Kimbrough Orvin T vest?

The 2,799 restricted stock units vest at the earlier of the one-year anniversary of the grant date or Core & Main’s next annual shareholder meeting scheduled in 2027. Vesting and settlement into Class A common shares depend on his continued service as a director.

How many CNM Class A shares does Kimbrough Orvin T hold after this filing?

Following the reported grant, Kimbrough Orvin T holds 16,757 shares of Core & Main Class A common stock directly. He also has an indirect interest in 3 additional Class A shares through Core & Main Management Feeder, LLC, tied to redeemable units exchangeable one-for-one.

What is the nature of the CNM restricted stock units granted to Kimbrough Orvin T?

The 2,799 units are restricted stock units granted as director compensation, with a grant price of $0.00 per unit. They will be settled in Core & Main Class A common stock after vesting, providing equity exposure conditioned on continued board service through the vesting date.

What does Kimbrough Orvin T’s indirect CNM holding through Management Feeder represent?

His indirect position represents securities held by Core & Main Management Feeder, LLC in respect of common units of that entity he holds. Under the LLC agreement, his vested units are redeemable at his discretion for Core & Main Class A shares on a one-for-one basis.