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Eagle Materials (NYSE: EXP) director granted dividend RSU units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Eagle Materials Inc. director Michael R. Nicolais reported a small increase in his equity-based compensation. On January 12, 2026, he was granted 4.1856 dividend equivalent Restricted Stock Units (DEUs) at a price of $0 per unit. These DEUs were accrued in connection with a cash dividend paid on the company’s common stock and are tied to previously granted RSU awards. After this award, Nicolais beneficially owns a total of 3,990.6609 Restricted Stock Units, held directly.

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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*
NICOLAIS MICHAEL R

(Last) (First) (Middle)
5960 BERKSHIRE LN, SUITE 900

(Street)
DALLAS TX 75225

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EAGLE MATERIALS INC [ EXP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/12/2026
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)
Code V Amount (A) or (D) Price
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
Restricted Stock Units (1) 01/12/2026 A 4.1856 (1) (1) Common Stock 4.1856 $0 3,990.6609 D
Explanation of Responses:
1. Represents dividend equivalent Restricted Stock Units (DEUs) accrued in connection with a cash dividend paid by Issuer on its Common Stock. The underlying RSU awards to which the DEUs relate were disclosed in Form 4s filed on July 28, 2004; August 9, 2005; and July 31, 2006.
/s/ Scott M. Wilson as Attorney-in-Fact for Michael R. Nicolais 01/14/2026
** 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.

FAQ

What insider transaction did Eagle Materials (EXP) report for Michael R. Nicolais?

The filing reports that director Michael R. Nicolais received 4.1856 dividend equivalent Restricted Stock Units (DEUs) on January 12, 2026, related to a cash dividend on Eagle Materials common stock.

How many Restricted Stock Units does the Eagle Materials (EXP) director hold after this transaction?

Following the reported transaction, Michael R. Nicolais beneficially owns 3,990.6609 Restricted Stock Units, held in direct ownership.

What are dividend equivalent Restricted Stock Units (DEUs) in this Eagle Materials (EXP) Form 4?

The Form 4 explains that the reported DEUs represent dividend equivalent Restricted Stock Units accrued in connection with a cash dividend paid on Eagle Materials common stock, linked to previously disclosed RSU awards.

Was there any cash consideration for the Eagle Materials (EXP) director’s DEU grant?

No cash was paid for the grant itself; the transaction lists a price of $0 per Restricted Stock Unit, as these units were accrued as a dividend equivalent on existing RSUs.

What is the role of Michael R. Nicolais at Eagle Materials (EXP)?

According to the filing, Michael R. Nicolais is a director of Eagle Materials Inc. and is not identified as an officer or 10% owner.

Are the Eagle Materials (EXP) director’s RSUs held directly or indirectly?

The Form 4 states that the 3,990.6609 Restricted Stock Units following the transaction are held under direct (D) ownership by Michael R. Nicolais.

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7.40B
31.70M
1.12%
101.82%
3.75%
Building Materials
Cement, Hydraulic
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United States
DALLAS