Dycom (NYSE: DY) VP awarded 809 shares; 342 withheld for taxes

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Dycom Industries VP & CAO Heather M. Floyd received 809 shares of DY common stock on March 30, 2026 through the settlement of performance-vesting restricted stock units. No cash was paid for these shares; they vested based on operating earnings and the ratio of operating cash flow to net income over a three-year period.

To cover tax liabilities from the vesting of PRSUs and time-vesting restricted stock units, 342 shares were withheld at $341.96 per share. After these transactions, she directly holds 5,041 shares of Dycom common stock, which include unvested time-vesting restricted stock units.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Floyd Heather M

Role VP & CAO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	809	$0.00	--
Tax Withholding	Common Stock	342	$341.96	$117K

Holdings After Transaction: Common Stock — 5,383 shares (Direct)

Footnotes (1)

Represents shares of DY common stock acquired upon the settlement of performance-vesting restricted stock units ("PRSUs") on March 30, 2026. Each PRSU represented a contingent right to acquire one share of DY common stock upon the satisfaction of pre-established performance measures set forth in the award documents. The annual performance measures are based on (i) operating earnings and (ii) the ratio of operating cash flow to net income, in each case before certain items. The shares reported include 266 of supplemental shares that vested in connection with the satisfaction of the performance measures described in the previous sentence over the preceding three year performance period. No consideration was paid. Includes unvested time-vesting restricted stock units ("TRSUs"). Withholding of common stock for the payment of tax liability incident to the vesting of PRSUs and TRSUs.

Key Figures

PRSUs settled: 809 shares Tax withholding shares: 342 shares Withholding price: $341.96 per share +2 more

5 metrics

PRSUs settled 809 shares Common stock acquired through PRSU settlement on March 30, 2026

Tax withholding shares 342 shares Shares withheld to pay tax liability on vesting

Withholding price $341.96 per share Price used for tax withholding transaction

Shares held after transactions 5,041 shares Direct Dycom common stock holdings after March 30, 2026

Supplemental PRSU shares 266 shares Supplemental shares vesting from three-year performance period

Key Terms

performance-vesting restricted stock units, PRSUs, TRSUs, operating earnings, +1 more

5 terms

performance-vesting restricted stock units financial

"Represents shares of DY common stock acquired upon the settlement of performance-vesting restricted stock units ("PRSUs")"

Performance-vesting restricted stock units are a form of employee pay where future company shares are granted only if the business meets specific targets, such as revenue, profit, or stock-price goals. Think of them as a bonus you earn only when certain milestones are hit; for investors they matter because they can increase the number of shares outstanding if goals are met and they reveal how management is being motivated to hit particular financial or operational objectives.

PRSUs financial

"Each PRSU represented a contingent right to acquire one share of DY common stock"

A PRSU is a type of employee equity award that turns into actual company shares only if preset performance goals are met over a specified time. Think of it like a prize that only pays out when a team hits agreed targets; investors watch PRSUs because they tie management pay to results, can increase the number of shares outstanding when paid, and therefore affect shareholder value and incentives.

TRSUs financial

"Includes unvested time-vesting restricted stock units ("TRSUs")."

operating earnings financial

"The annual performance measures are based on (i) operating earnings and (ii) the ratio of operating cash flow to net income"

Operating earnings are the profit a company generates from its core business activities after subtracting everyday costs like wages, rent, and materials but before interest, taxes and one‑time gains or losses. Think of it as the result of running the business day to day—like a household’s monthly budget outcome before mortgage interest or a sudden unexpected bill—and investors use it to judge how healthy and repeatable a company’s core profit is.

ratio of operating cash flow to net income financial

"The annual performance measures are based on (i) operating earnings and (ii) the ratio of operating cash flow to net income"

Form 4 Insider Transactions: What Each Field Means →

03/31/2026 - 04:58 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^*

Floyd Heather M

(Last)

(First)

(Middle)

300 BANYAN BLVD

SUITE 1101

(Street)

WEST PALM BEACH

FLORIDA

33401

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
DYCOM INDUSTRIES INC [ DY ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/30/2026

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)
Common Stock	03/30/2026		A		809⁽¹⁾	A	$0.00⁽²⁾	5,383⁽³⁾	D
Common Stock	03/30/2026		F⁽⁴⁾		342	D	$341.96	5,041⁽³⁾	D

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 shares of DY common stock acquired upon the settlement of performance-vesting restricted stock units ("PRSUs") on March 30, 2026. Each PRSU represented a contingent right to acquire one share of DY common stock upon the satisfaction of pre-established performance measures set forth in the award documents. The annual performance measures are based on (i) operating earnings and (ii) the ratio of operating cash flow to net income, in each case before certain items. The shares reported include 266 of supplemental shares that vested in connection with the satisfaction of the performance measures described in the previous sentence over the preceding three year performance period.

2. No consideration was paid.

3. Includes unvested time-vesting restricted stock units ("TRSUs").

4. Withholding of common stock for the payment of tax liability incident to the vesting of PRSUs and TRSUs.

Remarks:

	/s/ Ryan F. Urness by POA from Heather M. Floyd	03/31/2026
	** 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 Dycom (DY) report for Heather M. Floyd?

Dycom reported that VP & CAO Heather M. Floyd received 809 shares of common stock through settlement of performance-vesting restricted stock units. These awards vested based on multi-year performance measures tied to operating earnings and operating cash flow relative to net income.

How many Dycom (DY) shares were withheld for taxes in this Form 4?

A total of 342 Dycom common shares were withheld to pay tax liabilities related to the vesting of performance-vesting and time-vesting restricted stock units. The withholding occurred at a price of $341.96 per share, according to the reported transaction details.

How many Dycom (DY) shares does Heather M. Floyd hold after the transactions?

After the reported grant and tax withholding, Heather M. Floyd directly holds 5,041 shares of Dycom common stock. This figure includes unvested time-vesting restricted stock units, as specifically noted in the accompanying footnote disclosure.

What performance measures governed the Dycom (DY) PRSUs that vested?

The performance-vesting restricted stock units vested based on annual performance measures tied to operating earnings and the ratio of operating cash flow to net income, before certain items. These metrics were evaluated over a preceding three-year performance period set out in the award documents.

Did Heather M. Floyd pay cash for the Dycom (DY) shares she acquired?

No cash consideration was paid for the 809 Dycom shares acquired through PRSU settlement. The shares were delivered upon satisfaction of pre-established performance criteria, with separate share withholding used to satisfy related tax obligations.

What are supplemental shares mentioned in Dycom (DY) Heather Floyd’s award?

The filing notes that the 809 reported shares include 266 supplemental shares. These supplemental shares vested in connection with satisfying the stated performance measures for the performance-vesting restricted stock units over the prior three-year performance period.