[Form 4] GRANITE CONSTRUCTION INC Insider Trading Activity

Rhea-AI Filing Summary

John Timothy Romer, a director of Granite Construction Inc. (GVA), was granted 942 restricted stock units on 09/15/2025. The award is described as restricted stock units under the Granite Construction Incorporated 2024 Equity Incentive Plan and will vest on May 20, 2026. The Form 4 was signed by an attorney-in-fact on 09/19/2025. Following the reported transaction, Mr. Romer beneficially owns 942 shares attributable to the granted RSUs.

Positive

• Grant of 942 restricted stock units to a director, aligning his interests with shareholders through future equity exposure
• Vesting date clearly disclosed: RSUs vest on May 20, 2026, providing transparency on timing of potential equity realization

Negative

• None.

Insights

Financial Analyst

TL;DR: Director received 942 RSUs, a routine equity compensation event with limited immediate market impact.

The grant of 942 restricted stock units to Director John Timothy Romer represents standard compensation under the 2024 Equity Incentive Plan. Such awards align director interests with shareholders through future equity exposure upon vesting on May 20, 2026. There is no cash transaction or exercise price disclosed; the Form 4 reports an acquisition (code A) and shows 942 shares beneficially owned post-transaction. This is a non-derivative equity award and is typically considered a governance and retention tool rather than a material capital event.

Corporate Governance Expert

TL;DR: Standard director equity grant with a multi-year vesting schedule; relevant for alignment and disclosure but not materially transformative.

The disclosure fulfills Section 16 reporting requirements for insider transactions. The RSU grant vests on a specified future date (May 20, 2026), creating a retention incentive and aligning the directors interests with long-term shareholder value. The filing was executed by an attorney-in-fact and properly reports beneficial ownership of 942 RSUs following the grant. No additional governance actions, departures, or compensatory anomalies are disclosed in this Form 4.

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^*

Romer John Timothy

(Last) (First) (Middle)

C/O 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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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	09/15/2025		A		942(1)	A	$0	942	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. Restricted stock units granted pursuant to the Granite Construction Incorporated 2024 Equity Incentive Plan. Restricted stock units vest on May 20, 2026.

Remarks:

	/s/ Troy Erickson, attorney-in-fact for John Timothy Romer	09/19/2025
	** 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 transaction did John Timothy Romer report on Form 4 for GVA?

He reported an acquisition of 942 restricted stock units under the Granite Construction Incorporated 2024 Equity Incentive Plan on 09/15/2025.

When do the 942 RSUs vested for GVA director John Timothy Romer?

The RSUs are disclosed as vesting on May 20, 2026.

How many shares does John Timothy Romer beneficially own after the reported transaction?

The Form 4 indicates he beneficially owns 942 shares attributable to the granted RSUs following the transaction.

Under which plan were the RSUs granted?

The award was granted pursuant to the Granite Construction Incorporated 2024 Equity Incentive Plan.

Who signed the Form 4 filing for John Timothy Romer?

The Form 4 was signed by Troy Erickson, attorney-in-fact for John Timothy Romer, on 09/19/2025.