Dycom COO receives 3,604-share stock award

Dycom Industries Executive VP & COO Kevin M. Wetherington received 3,604 shares of common stock as an equity award.

Rhea-AI Filing Summary

Dycom Industries Executive VP & COO Kevin M. Wetherington received 3,604 shares of common stock as an equity award. The shares were acquired at no cost upon settlement of performance-vesting restricted stock units on March 30, 2026, after pre-established performance measures were met.

The performance targets were based on operating earnings and the ratio of operating cash flow to net income, each before certain items. The 3,604 shares include 1,185 supplemental shares that vested based on performance over a three-year period. Following this grant, Wetherington directly holds 20,242 shares, which include unvested time-vesting restricted stock units.

Insider Trade Summary

Grant/Award: 3,604 shares

Grant/Award 1 txn

Insider Wetherington Kevin M

Role Executive VP & COO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	3,604	$0.00	$0.00

Holdings After Transaction: Common Stock — 20,242 shares (Direct)

Footnotes (3)

1. F1. 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 1,185 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. F2. No consideration was paid.
3. F3. Includes unvested time-vesting restricted stock units.

Key Figures

Shares granted: 3,604 shares Total holdings after grant: 20,242 shares Supplemental shares vested: 1,185 shares +1 more

4 metrics

Shares granted 3,604 shares Common stock acquired via PRSU settlement on March 30, 2026

Total holdings after grant 20,242 shares Direct ownership after award, including unvested time-vesting RSUs

Supplemental shares vested 1,185 shares Supplemental portion of PRSUs that vested over three-year period

Transaction price per share $0.00 per share No consideration paid for granted shares

Key Terms

performance-vesting restricted stock units, PRSUs, operating earnings, ratio of operating cash flow to net income, +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") on March 30, 2026."

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 upon the satisfaction of pre-established performance measures set forth in the award documents."

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.

operating earnings financial

"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."

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, in each case before certain items."

time-vesting restricted stock units financial

"Includes unvested time-vesting restricted stock units."

FAQ

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

What insider transaction did Dycom (DY) report for Kevin M. Wetherington?

Dycom reported that Executive VP & COO Kevin M. Wetherington acquired 3,604 shares of common stock as an equity award. The shares came from performance-vesting restricted stock units that settled on March 30, 2026, after pre-established performance goals were achieved.

Was Kevin M. Wetherington’s Dycom (DY) share award an open-market purchase?

No, the 3,604 Dycom shares were not an open-market purchase. They were granted at no cost upon settlement of performance-vesting restricted stock units, awarded as part of compensation after meeting specific performance measures, rather than bought on the stock market.

What performance measures triggered Kevin M. Wetherington’s PRSU settlement at Dycom (DY)?

The PRSUs settled based on annual performance measures tied to operating earnings and the ratio of operating cash flow to net income, each before certain items. Meeting these pre-established targets over the performance period led to the vesting of the share award.

How many Dycom (DY) shares does Kevin M. Wetherington hold after this Form 4 transaction?

After the transaction, Kevin M. Wetherington directly holds 20,242 shares of Dycom common stock. This figure includes the 3,604 newly acquired shares and also includes unvested time-vesting restricted stock units reported as part of his overall equity holdings.

What portion of Kevin M. Wetherington’s Dycom (DY) award were supplemental shares?

Of the 3,604 shares acquired, 1,185 were supplemental shares. These supplemental shares vested because the performance measures tied to the PRSUs were satisfied over the preceding three-year performance period, reflecting cumulative achievement of the defined financial targets.

Did Kevin M. Wetherington pay any consideration for the Dycom (DY) shares received?

No, Kevin M. Wetherington paid no consideration for the 3,604 Dycom shares. The Form 4 footnotes state explicitly that no consideration was paid, confirming the shares were granted as compensation through restricted stock unit settlement.

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

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Accepted by SEC EDGAR 03/31/2026 - 05:17 PM Learn about SEC filing dates

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^*

Wetherington Kevin 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)
	Executive VP & COO

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/30/2026		A		3,604(1)	A	$0.00(2)	20,242(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

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 1,185 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.

Remarks:

	/s/ Ryan F. Urness by POA from Kevin M. Wetherington	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)