Were the Everus Construction Group (ECG) share disposals open-market sales?

The disposals were not described as open-market sales; they were tax-withholding events. Shares were withheld by Everus Construction Group to cover tax obligations when a restricted stock unit award vested, using shares instead of cash to satisfy those liabilities.

Everus CEO gets RSU grant, withholds shares for tax

Everus Construction Group, Inc. President & CEO Jeffrey S. Thiede reported a mix of equity award and related tax transactions involving the company’s common stock.

Accepted by SEC EDGAR 03/03/2026 - 05:40 PM EST

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Rhea-AI Filing Summary

Everus Construction Group, Inc. President & CEO Jeffrey S. Thiede reported a mix of equity award and related tax transactions involving the company’s common stock. He received a grant of 12,011 restricted stock units that vest in three equal annual installments beginning on February 27, 2027, contingent on continued employment, with each unit representing one share of common stock. To satisfy tax withholding upon vesting of a prior RSU award, 2,142 shares and 9,855 shares of common stock were disposed of at a price of $120.87 per share through share withholding rather than open-market sales. After these transactions, he directly held 117,496 shares of common stock and had an additional 2,202 shares held indirectly in a 401(k) plan by a trustee, a balance that may fluctuate with plan activity.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Thiede Jeffrey S

Role President & CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	12,011	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	2,142	$120.87	$259K
Exercise Price or Tax Liability	Common Stock	9,855	$120.87	$1.19M
Holding	Common Stock - 401(k)	--	--	--

Holdings After Transaction: Common Stock — 117,496 shares (Direct); Common Stock - 401(k) — 2,202 shares (Indirect, By Trustee)

Holdings Before and After: Common Stock, 117,482 to 117,496 shares (Direct)

Footnotes (3)

F1. Represents restricted stock units (RSUs) that vest in three equal annual installments beginning on February 27, 2027, provided the reporting person remains continuously employed by the issuer through the applicable vesting date. Each RSU represents the contingent right to receive one share of the issuer's common stock.
F2. Represents shares withheld by issuer to cover tax withholding obligations upon vesting of a RSU award.
F3. As of the most recent quarter end, the number of shares may fluctuate daily depending on plan activity in the fund.

FAQ

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

What equity award did Everus Construction Group (ECG) grant to its CEO?

Everus Construction Group granted CEO Jeffrey S. Thiede 12,011 restricted stock units. These RSUs vest in three equal annual installments starting February 27, 2027, provided he remains continuously employed, and each unit represents the right to receive one share of common stock.

How many Everus Construction Group (ECG) shares were withheld for taxes?

A total of 11,997 Everus Construction Group common shares were withheld to cover tax obligations. The transactions involved 2,142 shares and 9,855 shares disposed of at $120.87 per share, tied to the vesting of a restricted stock unit award.

How many Everus Construction Group (ECG) shares does the CEO hold after these transactions?

After the reported transactions, CEO Jeffrey S. Thiede directly holds 117,496 shares of Everus Construction Group common stock. He also has an additional 2,202 shares held indirectly in a 401(k) plan by a trustee, which may fluctuate with plan activity.

When do the new Everus Construction Group (ECG) RSUs start vesting?

The newly granted Everus Construction Group restricted stock units to the CEO begin vesting on February 27, 2027. The award vests in three equal annual installments, contingent on his continuous employment through each applicable vesting date as described in the filing footnote.

How are the Everus Construction Group (ECG) CEO’s 401(k) shares treated in the filing?

The filing lists 2,202 Everus Construction Group shares held indirectly in a 401(k) by a trustee. A footnote explains that this amount is as of the most recent quarter end and may fluctuate daily based on activity in the plan’s investment fund.

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

Thiede Jeffrey S

(Last)

(First)

(Middle)

1730 BURNT BOAT DRIVE

(Street)

BISMARCK

58503

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Everus Construction Group, Inc. [ ECG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	02/27/2026		A⁽¹⁾		12,011	A	$0.0000	129,493	D
Common Stock	02/27/2026		F⁽²⁾		2,142	D	$120.87	127,351	D
Common Stock	02/27/2026		F⁽²⁾		9,855	D	$120.87	117,496	D
Common Stock - 401(k)⁽³⁾								2,202	I	By Trustee

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 (RSUs) that vest in three equal annual installments beginning on February 27, 2027, provided the reporting person remains continuously employed by the issuer through the applicable vesting date. Each RSU represents the contingent right to receive one share of the issuer's common stock.

2. Represents shares withheld by issuer to cover tax withholding obligations upon vesting of a RSU award.

3. As of the most recent quarter end, the number of shares may fluctuate daily depending on plan activity in the fund.

	/s/ Paul R. Sanderson, Attorney-in-Fact	03/03/2026
	** 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.

Source: View Original Filing on SEC EDGAR