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Eagle Materials (EXP) SVP reports 319-share tax withholding, holds 17,344 shares

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

Rhea-AI Filing Summary

EAGLE MATERIALS INC senior vice president and controller William R. Devlin reported routine share movements related to compensation and retirement holdings. On May 18, 2026, 319 shares of common stock were withheld by the company at $194.66 per share to cover income taxes on vesting of previously granted restricted stock. After this tax-withholding disposition, he directly held 17,344 common shares. He also indirectly held 1,936 shares through a 401(k) plan, reflecting retirement-plan ownership rather than a market trade.

Positive

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Insider Devlin William R
Role SVP, Controller
Type Security Shares Price Value
Tax Withholding Common Stock 319 $194.66 $62K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 17,344 shares (Direct, null); Common Stock — 1,936 shares (Indirect, By 401(k))
Footnotes (1)
  1. In accordance with the issuer's 2023 Equity Incentive Plan, this price represents the closing price per share of Common Stock on the previous trading day. 319 shares were withheld by the issuer to satisfy income tax withholding requirements related to the lapsing of restrictions on 810 shares of restricted stock awarded to the reporting person on May 23, 2023 (Form 4 filed on 5/13/2026). Because the reporting person's restricted stock holdings have been included in the direct ownership of Common Stock disclosed by the reporting person, the reporting person's direct ownership of Common Stock has been reduced by 319 shares to reflect this tax withholding.
Tax-withheld shares 319 shares Withheld to satisfy income tax on vesting restricted stock
Withholding price $194.66 per share Closing price of common stock on prior trading day
Direct holdings after transaction 17,344 shares Common stock held directly by William R. Devlin
401(k) indirect holdings 1,936 shares Common stock held indirectly via 401(k) plan
Tax-withholding entries 1 transaction Form 4 transaction summary taxWithholdingCount
401(k) financial
"indirectly held 1,936 shares through a 401(k) plan"
A 401(k) is a type of retirement savings plan offered by employers that allows workers to set aside a portion of their paycheck before taxes are taken out. The money saved in a 401(k) can grow over time through investments, helping individuals build funds for their future retirement. It matters to investors because it provides a tax-advantaged way to save and invest for long-term financial security.
restricted stock financial
"related to the lapsing of restrictions on 810 shares of restricted stock"
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
2023 Equity Incentive Plan financial
"In accordance with the issuer's 2023 Equity Incentive Plan, this price represents the closing price"
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
closing price per share financial
"this price represents the closing price per share of Common Stock"
SEC Form 4
FORM 4UNITED 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*
Devlin William R

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

(Street)
DALLAS TEXAS 75225

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
EAGLE MATERIALS INC [ EXP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, Controller
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/18/2026F319D$194.66(1)17,344(2)D
Common Stock1,936IBy 401(k)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. In accordance with the issuer's 2023 Equity Incentive Plan, this price represents the closing price per share of Common Stock on the previous trading day.
2. 319 shares were withheld by the issuer to satisfy income tax withholding requirements related to the lapsing of restrictions on 810 shares of restricted stock awarded to the reporting person on May 23, 2023 (Form 4 filed on 5/13/2026). Because the reporting person's restricted stock holdings have been included in the direct ownership of Common Stock disclosed by the reporting person, the reporting person's direct ownership of Common Stock has been reduced by 319 shares to reflect this tax withholding.
/s/ Scott M. Wilson as Attorney-in-Fact for William R. Devlin05/20/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider transaction did Eagle Materials (EXP) report for William R. Devlin?

Eagle Materials reported a routine tax-related disposition. 319 common shares were withheld by the company to satisfy income tax obligations tied to vesting restricted stock, rather than being sold in the open market.

How many Eagle Materials (EXP) shares does William R. Devlin hold after this filing?

After the reported transaction, William R. Devlin directly holds 17,344 Eagle Materials common shares. He also indirectly owns 1,936 shares through a 401(k) plan, reflecting both personal and retirement-plan exposure to the company’s stock.

Was the Eagle Materials (EXP) insider transaction an open-market sale?

No, the filing shows a tax-withholding disposition, not an open-market sale. The company withheld 319 shares at $194.66 each to cover income tax on vesting restricted stock granted under the 2023 Equity Incentive Plan.

What price was used for the Eagle Materials (EXP) tax-withholding shares?

The 319 withheld shares were valued at $194.66 each. This price represents the prior trading day’s closing price of Eagle Materials common stock, as specified under the company’s 2023 Equity Incentive Plan.

How are William R. Devlin’s 401(k) holdings in Eagle Materials (EXP) reported?

The filing lists 1,936 Eagle Materials common shares held indirectly through a 401(k) plan. This entry reflects retirement-plan ownership and is classified as indirect, separate from his directly held 17,344 common shares.