Eagle Materials Insider Receives 1.9K Restricted Shares – Form 4 Filing

Rhea-AI Filing Summary

EXP – Form 4 filing: Director Michael R. Nicolais was granted 1,902 restricted shares of Eagle Materials common stock on 04 Aug 2025. The award carries a $0 exercise price and the restrictions lapse on 31 Jul 2026.

• After the grant, direct ownership increases to 50,300 shares.
• Indirect holdings: 1,705 shares via an employer profit-sharing plan, 3,655 shares in Nicolais’s IRA, and 1,386 shares in his spouse’s IRA.
• No sales, option exercises, or other derivative activities were reported.

The 1,902-share award represents a de-minimis fraction of EXP’s outstanding shares and is typical board compensation, implying neutral financial impact for investors.

Insights

Corporate Governance Analyst

TL;DR: Routine director grant; aligns incentives, dilution immaterial—overall neutral.

The Form 4 shows a standard equity retainer: 1,902 restricted shares that vest in one year, boosting Nicolais’s direct stake to 50.3k shares. No cash paid and no derivatives involved. Given Eagle Materials’ ~35 million shares outstanding, the grant is financially insignificant and signals continued board alignment rather than any strategic shift. I do not expect market reaction.

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
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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)
08/04/2025

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
Common Stock	08/04/2025		A		1,902(1)	A	$0	50,300	D
Common Stock								1,705	I	By Profit Sharing Plan of Reporting Person's Employer
Common Stock								3,655	I	By Reporting Person's IRA
Common Stock								1,386	I	By Wife's IRA

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 August 4, 2025, the reporting person was granted 1,902 shares of restricted stock. The restrictions will lapse on July 31, 2026.

	/s/ Scott M. Wilson as Attorney-in-Fact for Michael R. Nicolais	08/06/2025
	** 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 did EXP director Michael R. Nicolais acquire in the 04-Aug-2025 Form 4?

He received 1,902 restricted shares of Eagle Materials common stock at no cost.

How many EXP shares does Nicolais now own directly?

Post-grant, his direct holding totals 50,300 shares.

When do the restrictions on the newly granted EXP shares lapse?

The restrictions lapse on 31 July 2026.

Were any derivative securities reported in this Form 4?

No; Table II lists no options or other derivatives.

Is the transaction expected to dilute existing EXP shareholders?

Dilution is immaterial; 1,902 shares are negligible versus ~35 million shares outstanding.