Eagle Materials (NYSE: EXP) counsel vests 1,350 restricted shares

Rhea-AI Filing Summary

Eagle Materials EVP & General Counsel Matt Newby acquired 1,350 shares of common stock through a performance-based restricted stock award. The award was originally granted on May 23, 2023 and tied to the company’s average three-year return on equity measured at the end of fiscal 2026. On May 11, 2026, the performance vesting criteria were determined to have been met, so the 1,350 shares became earned and reportable. After this acquisition, Newby directly holds 20,840 shares of Eagle Materials common stock. The remaining restrictions on the earned shares are scheduled to lapse on May 18, 2026.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Newby Matt

Role EVP & General Counsel

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,350	$0.00	--

Holdings After Transaction: Common Stock — 20,840 shares (Direct, null)

Footnotes (1)

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Key Figures

Restricted stock earned: 1,350 shares Price per share: $0.0000 per share Shares after transaction: 20,840 shares +2 more

5 metrics

Restricted stock earned 1,350 shares Performance-based award earned on May 11, 2026

Price per share $0.0000 per share Grant/award acquisition, compensation-related

Shares after transaction 20,840 shares Total direct holdings following acquisition

Original grant date May 23, 2023 Restricted stock grant subject to performance criteria

Restriction lapse date May 18, 2026 Date remaining restrictions on earned shares lapse

Key Terms

restricted stock, performance vesting criteria, average three-year return on equity, fiscal 2026

4 terms

restricted stock financial

"the reporting person was granted 1,350 shares of restricted stock, subject to the achievement"

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.

performance vesting criteria financial

"subject to the achievement by the Company of performance vesting criteria based on the Company's"

average three-year return on equity financial

"performance vesting criteria based on the Company's average three-year return on equity measured"

fiscal 2026 financial

"average three-year return on equity measured at the end of fiscal 2026."

Form 4 Insider Transactions: What Each Field Means →

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^*

Newby Matt

(Last) (First) (Middle)

5960 BERKSHIRE LN

SUITE 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & General Counsel

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/11/2026

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	05/11/2026		A		1,350	A	$0(1)	20,840	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. On May 23, 2023, the reporting person was granted 1,350 shares of restricted stock, subject to the achievement by the Company of performance vesting criteria based on the Company's average three-year return on equity measured at the end of fiscal 2026. On May 11, 2026 the performance vesting criteria was determined to have been met such that 1,350 shares of restricted stock became earned and reportable on such date. The restrictions on the earned shares will lapse on May 18, 2026.

	/s/ Matt Newby	05/13/2026
	** 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)

FAQ

What insider transaction did Eagle Materials (EXP) report for Matt Newby?

Eagle Materials reported that EVP & General Counsel Matt Newby acquired 1,350 shares of common stock. These shares came from a performance-based restricted stock award that became earned once specific return-on-equity goals were determined to be achieved.

How many Eagle Materials (EXP) shares did Matt Newby acquire in this Form 4?

Matt Newby acquired 1,350 shares of Eagle Materials common stock. The Form 4 shows this as a grant or award acquisition at no cash cost per share, reflecting the vesting of a previously granted performance-based restricted stock award.

What performance criteria were tied to Matt Newby’s Eagle Materials (EXP) award?

The 1,350-share restricted stock award was subject to performance vesting criteria based on Eagle Materials’ average three-year return on equity. This performance was measured at the end of fiscal 2026, and the criteria were determined met on May 11, 2026.

When do restrictions lapse on Matt Newby’s Eagle Materials (EXP) restricted shares?

The restrictions on Matt Newby’s 1,350 earned restricted shares are scheduled to lapse on May 18, 2026. Until that date, the shares remain subject to restrictions even though the performance vesting criteria have already been satisfied and the shares are earned.

How many Eagle Materials (EXP) shares does Matt Newby hold after this transaction?

Following this transaction, Matt Newby directly holds 20,840 shares of Eagle Materials common stock. This total includes the 1,350 shares that became earned on May 11, 2026 through the performance-based restricted stock award described in the Form 4.

Was Matt Newby’s Eagle Materials (EXP) award an open-market purchase?

No, the filing describes the transaction as a grant, award, or other acquisition of 1,350 shares at a price of $0.0000 per share. It reflects vesting of restricted stock rather than an open-market purchase of Eagle Materials shares.