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Granite Construction (NYSE: GVA) SVP awarded new stock-unit grants

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

Rhea-AI Filing Summary

Dowd Brian R reported acquisition or exercise transactions in this Form 4 filing.

Granite Construction Inc. senior vice president Brian R. Dowd received equity awards of common stock on March 13. The Form 4 shows three compensation-related grants totaling 7,834, 1,242, and 3,413 stock units at a price of $0.00 per share, reflecting share-based awards rather than open-market purchases.

Footnotes state that 7,834 stock units were granted under the 2024 Equity Incentive Plan and vest 100% ten days after the grant because Mr. Dowd is retirement eligible. An additional 1,242 and 3,413 stock units were granted under the 2021 Equity Incentive Plan and also vest in full ten days after grant. The filing also records 5,269.5 shares of common stock held indirectly through an ESOP.

Positive

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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*
Dowd Brian R

(Last) (First) (Middle)
585 WEST BEACH STREET

(Street)
WATSONVILLE CA 95076

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GRANITE CONSTRUCTION INC [ GVA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Senior Vice President
3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026
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
Common Stock 03/13/2026 A 1,242(1) A $0 15,927 D
Common Stock 03/13/2026 A 3,413(2) A $0 19,340 D
Common Stock 03/13/2026 A 7,834(2) A $0 27,174 D
Common Stock 5,269.5 I By ESOP
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. Stock units granted pursuant to the Granite Construction Incorporated 2024 Equity Incentive Plan. The stock units vest 100% ten days after the date of grant due to Mr. Dowd being retirement eligible.
2. Stock units granted pursuant to the Granite Construction Incorporated 2021 Equity Incentive Plan. The stock units vest 100% ten days after the date of grant.
Remarks:
/s/ Troy Erickson, attorney-in-fact for Brian R. Dowd 03/17/2026
** 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 did Granite Construction (GVA) disclose about Brian R. Dowd in this Form 4?

The Form 4 shows Senior Vice President Brian R. Dowd received several equity awards in Granite Construction common stock. These are stock-unit grants provided as compensation, not open-market purchases, and they increase his direct share-based holdings in the company.

How many Granite Construction (GVA) stock units were granted to Brian R. Dowd?

Brian R. Dowd was granted stock units covering 7,834, 1,242, and 3,413 shares of Granite Construction common stock. All awards were recorded at a price of $0.00 per share, indicating they are compensation grants rather than market transactions.

Under which equity plans were the new GVA stock units for Brian R. Dowd granted?

The filing states that 7,834 stock units were granted under the Granite Construction Incorporated 2024 Equity Incentive Plan. Additional stock units were granted under the company’s 2021 Equity Incentive Plan, reflecting ongoing use of these plans for executive compensation.

When do Brian R. Dowd’s new Granite Construction stock units vest?

The footnotes explain that all reported stock units vest 100% ten days after the grant date. For the 2024 plan award, full vesting after ten days is specifically tied to Mr. Dowd being retirement eligible at the time of the grant.

Does the Form 4 show any Granite Construction (GVA) stock sales by Brian R. Dowd?

The Form 4 does not report any open-market sales or purchases. The transactions are coded as grants or awards of common stock, meaning they are equity compensation, not discretionary buying or selling activity in the public market.

What indirect Granite Construction holdings are reported for Brian R. Dowd?

The filing notes an indirect holding of 5,269.5 shares of Granite Construction common stock through an employee stock ownership plan (ESOP). This ESOP position is separate from Dowd’s directly held stock units reported as recent compensation grants.

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5.35B
42.98M
Engineering & Construction
Heavy Construction Other Than Bldg Const - Contractors
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United States
WATSONVILLE